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HomeMy WebLinkAbout2007/11/08 CVRC Agenda Packet .. .. '''"T) '(")" r- ~\, t.~ L. l..n j-- I~ CORPORATION CHULA VISTA BOARD OF DIRECTORS Christopher H, lewis, Chair Paul Desrochers, Vice Chair Rafael Munoz Doug Paul Hector Reyes Christopher Rooney Salvador Salas, Jr. OFFICERS David Garcia, CEO Maria Kachadoorian, CFO Ann Moore, General Counsel Ann Hix, Secretary AGENDA REGULAR MEETING OF THE CHULA VISTA REDEVELOPMENT CORPORATION (CVRC) Thursday, November 8, 2007, 6:00 p.m. COUNCIL CHAMBERS 276 FOURTH AVENUE CHULA VISTA, CA 91910 CALL TO ORDER ROLL CALL Directors Desrochers, Lewis, Munoz, Paul, Reyes, Rooney, Salas PLEDGE OF ALLEGIANCE, MOMENT OF SILENCE SWEETWATER UNION HIGH SCHOOL DISTRICT PRESENTATION CONSENT 1. WRITTEN COMMUNICATION Memorandum from Doug Paul requesting an excused absence from the CVRC meeting of September 27, 2007, Staff Recommendation: That the CVRC excuse the absence. 2. APPROVAL OF MINUTES Staff Recommendation: That the CVRC approve the minutes of September 27, 2007. Staff Recommendation: That the CVRC approve the minutes of October 11,2007. 2.1 Acknowledgement of appointment for the Chula Vista Redevelopment Corporation Secretary Staff Recommendation: That the CVRC adopt the fof/owing resolution: RESOLUTION OF THE BOARD OF DIRECTORS OF THE CHULA VISTA REDEVELOPMENT CORPORATION ACKNOWLEDGING APPOINTMENT OF SECRETARY OF THE CORPORATION BY THE CHIEF EXECUTIVE OFFICER PUBLIC COMMENTS Persons speaking during Public Comments may address the CVRC on any subiect matter within the CVRC's iurisdiction that is not listed as an item on the agenda. State law generally prohibits the CVRC from taking action on any issue not included on the agenda, but, if appropriate, the CVRC may schedule the topic for future discussion or refer the matter to staff. Comments are limited to three minutes. PUBLIC HEARINGS The following item(s) have been advertised as public hearing(s) as required by law. If you wish to speak on any item, please fill out a 'Request to Speak' form (available in the lobby) and submit it to the City Clerk prior to the meeting. 3. PUBLIC HEARING TO CONSIDER DRC-07-33, RETAIL AND MEDICAL OFFICE COMPLEX AT 1310-1318 THIRD AVENUE Tony Zamir has submitted a design review application for development of a 1.23-acre site located on the west side of Third Avenue, south of Palomar Street, in the Merged Chula Vista Redevelopment Project Area. The proposal involves a three-building, 14,360 square foot retai I/medical complex for multi-tenant site. No Redevelopment Agency involvement (financing, agreements) is associated with the project. Staff Recommendation: That the CVRC adopt the fof/owing resolution: RESOLUTION OF THE CHULA VISTA REDEVELOPMENT CORPORATION APPROVING DESIGN REVIEW PERMIT (DRC-07-33) TO ALLOW THE CONSTRUCTION OF A 14,360 SQUARE FOOT RETAIUMEDICAL OFFICE COMPLEX ON THE SITE LOCATED AT 1310-1318 THIRD AVENUE 4. BAYVISTA WALK MIXED-USE (COMMERCIAURESIDENTIAL) PROJECT Olson Urban Housing, LLC (Applicant) has submitted applications requesting a zone change, precise plan, conditional use permit, design review, and a tentative map for development of a mixed-use project on a 4.89-acre site located at 765-795 Palomar, between Industrial Boulevard and Frontage Road in the Southwest Redevelopment Project Area. The project includes 154 units and 5-1 O,OOOsf of retail space. The site has been vacant for several years and was used as a temporary site for the sale of Page 2 of 4 CVRC - Agenda - 10/25/07 pumpkins and Christmas trees. The Redevelopment Agency will be involved in the development of a portion of the site for podium-type housing. Staff Recommendation: That the CVRC adopt the following resolution: RESOLUTION OF THE CHULA VISTA REDEVElOPMENT CORPORATION RECOMMENDING THAT THE CITY COUNCIL (1) ADOPT MITIGATED NEGATIVE DECLARATION (IS-05-o12); (2) INTRODUCE AN ORDINANCE ADOPTING REZONE PCZ-07-o1 FOR A 4.89-ACRE PORTION OF THE SITE FROM COMMERCIAL THOROUGHFARE WITH PRECISE PLAN (CT-P) TO CENTRAL COMMERCIAL WITH PRECISE PLAN (CC-P) ALONG WITH THE ESTABLISHMENT OF A PRECISE PLAN MODIFYING STANDARDS; (3) APPROVE CONDITIONAL USE PERMIT (SUPS-07-o1); (4) APPROVE DESIGN REVIEW PERMIT (DRC-05-39); AND (5) APPROVE TENTATIVE MAP (PCS-07-o1) TO AllOW THE CONSTRUCTION OF 154 MULTI-FAMILY UNITS AND 5-10,000 SQUARE FEET OF COMMERCIAL SPACE ON THE SITE AT 765-795 PALOMAR STREET ACTION ITEMS The item(s) listed in this section of the agenda will be considered individually by the CVRC, and is/are expected to elicit discussion and deliberation. If you wish to speak on any item, please fill out a 'Request to Speak" form (available in the lobby) and submit it to the City Clerk prior to the meeting. 5. TRANSFER OF "RADOS" PROPERTY In 1999, in order to increase the economic development potential for the land south of H Street adjacent to the Marina in the Bayfront Redevelopment Project Area, the Chula Vista Redevelopment Agency entered into a series of agreements with the Port of San Diego and BF Goodrich to relocate and consolidate the campus of one of the City's largest employers. The agreements identified a number of properties to be conveyed to BFG to facilitate the redevelopment of the site. The agency acquired the Rados property in 2003 and in accordance with the terms of the relocation agreement is prepared to transfer ownership to BFG. Staff Recommendation: That the CVRC adopt the following resolution: RESOLUTION OF THE CHULA VISTA REDEVElOPMENT CORPORATION RECOMMENDING THE REDEVELOMENT AGENCY APPROVE AND EXECUTE THE IMPLEMENTATION AGREEMENT AND ANY NECESSARY DOCUMENTS BY AND BETWEEN THE REDEVElOPMENT AGENCY OF THE CITY OF CHULA VISTA AND ROHR, INC., OPERATING AS BFGOODRICH AEROSTRUCTURES GROUP, AND THE TRANSFER OF THE RADOS PARCEl AT 798 F STREET IN CHULA VISTA TO ROHR, INC. Page 3 of 4 CVRe - Agenda -10/25/07 5.1. EXCLUSIVE NEGOTIATING AGREEMENT WITH GALAXY COMMERCIAL HOLDING, llC FOR PROPERTIES IN THE E STREET VISITOR TRANSIT FOCUS AREA On August 29, 2007, Galaxy Commercial Holding, LLC ("Galaxy") submitted to the Community Development Department a Statement of Qualifications ("SOQ") and conceptual development proposal for the development of several properties located in the City's E Street Visitor Transit Focus Area ("TFA"). This particular location ;s one of three TFAs in the City designated by the 2005 General Plan Update and 2007 Urban Core Specific Plan, allowing the greatest densities and heights in the City. The proposed ENA properties consist of two existing hotel/motel sites that comprise 2.44 acres (106,189 square feet) of land located immediately adjacent to the E Street Trolley Station. Galaxy is currently under contract to purchase the subject properties. Staff Recommendation: That the CVRC adopt the following resolution: RESOLUTION OF THE CHULA VISTA REDEVELOPMENT CORPORATION APPROVING AN EXCLUSIVE NEGOTIATING AGREEMENT WITH GALAXY COMMERCIAL HOLDING, LLC FOR PROPERTIES lOCATED ON THE SOUTHEAST CORNER OF E STREET AND WOODLAWN AVENUE 6. CHIEF EXECUTIVE OFFICER'S REPORTS 7. CHAIRMAN'S REPORTS 8. DIRECTORS' COMMENTS CVRC SUBCOMMITIEE UPDATE ON FOLLOW-UP ITEMS FROM OCTOBER 11, 2007 CVRC WORKING SESSION ADJOURNMENT The Chula Vista Redevelopment Corporation will adjourn to a joint Working Session with the Redevelopment Advisory Committee scheduled on December 6, 2007 at 5:00 pm. In compliance with the AMERICANS WITH DISABILITIES ACT The Chula Vista Redevelopment Corporation requests individuals who require special accommodations to access, attend, and/or participate in a eVRe meeting, activity, or service request such accommodation at least forty-eight hours in advance for meetings and five days for scheduled services and activities. Please contad the Community Development Department for specific information at (619) 691- 5047, or Telecommunications Devices for the Deaf (TOD) at (619) 585-5655. California Relay Service is also available for the hearing impaired. Page 4 of 4 CVRC - Agenda - 10/25/07 Final distribution of Agenda Items 1, 2, 3, 4, and 5 was made previously in the packet for the October 25th CVRC meeting, which was cancelled and rolled over to November 8th. The attached item 5.1 is an addition to that packet. Tuesday, September 25, 2007 Subject: CYRC Meeting - Sept. 27, 2007 - Request to be excused I will be unable to attend the scheduled CYRe meeting of September 27th, and ask that you convey my request to be excused, to the other members of the Board. Thank you for your consideration. ~ \ DRAFT MINUTES OF THE REGULAR MEETING OF THE CHULA VISTA REDEVELOPMENT CORPORATION (CVRC) September 27, 2007 6:00 P.M. A Regular Meeting of the Chula Vista Redevelopment Corporation was called to order at 6:14 p.m. in the Council Chambers, located in City Hall, 276 Fourth Avenue, Chula Vista, California. CVRC ROLL CALL PRESENT: Directors: Desrochers, Lewis, Munoz, Reyes, Rooney, Salas ABSENT: Directors: Paul ALSO PRESENT: Executive Director/City Manager Garcia, Assistant City Manager/ Tulloch, General Counsel Moore, Deputy General Counsel Shirey, Chief Financial Officer Kachadoorian, Assistant Chief Financial Officer Davis, Acting Community Development Director/Secretary Hix, Redevelopment Project Manager Crockett, Principal Community Development Specialist Lee, Senior Community Development Specialist Do, Community Development Specialist Johnson, Senior Community Development Specialist Kurz, Planning & Building Director Sandoval, Development Planning Improvement Manager Lytle, Senior Deputy City Clerk Peoples, Senior Administrative Secretary Fields PLEDGE OF ALLEGIANCE, MOMENT OF SILENCE PUBLIC COMMENTS Raffi Cohen, representing Galaxy Commercial Holding, introduced himself and his staff to the CVRC Board, stating that he would not be able to be present at the next meeting when his Exclusive Negotiating Agreement would be presented. Theresa Acerro, Chula Vista resident representing the Southwest Chula Vista Civic Association, spoke in opposition to a Bayvista Walk project being proposed in the southwest that she said has had zero public participation. She requested wide community input as to what the citizens want to see at their gateway. ACTION ITEMS 1. APPROVAL OF MINUTES Staff Recommendation: A. That the CVRC approve the minutes of August 9, 2007. J.--\ DRAFT ACTION ITEMS (continued) ACTION: Director Desrochers moved approval of the CVRC minutes of August 9, 2007. Chairman Lewis seconded the motion, and it carried 4-0-2, with Directors Rooney and Salas abstaining, and Director Paul absent. B. That the CVRC approve the minutes of August 23, 2007. ACTION: Director Salas moved approval of the CVRC minutes of August 23, 2007. Director Reyes seconded the motion, and it carried 6-0 with Director Paul absent. 2. REDEVELOPMENT UNDERWRITING POOL Directors Reyes and Salas stated that they would be abstaining from participation on this item as they both have potential conflicts of interest due to owning property within the boundary of the project area. They both left the dais and the Chambers. The Chula Vista Bayfront Master Plan (CVBMP) was created by a joint planning effort between the City/Redevelopment Agency (Agency) and the San Diego Unified Port District (port). This project envisions the development of a world-class waterfront through the use sound planning and economics. The CVBMP project area encompasses a total of 550 acres that includes approximately 490 acres of land area and 60 acres of water area that lie within the Bayfront Redevelopment Project Area. Over the next several years, the City anticipates that the CVBMP's new development and redevelopment projects will require between $178 million and $510 million in capital and infrastructure requirements. Acting Community Development Director Hix introduced Chief Financial Officer Kachadoorian who presented the staff report. ACTION: Motion by Chairman Lewis to adopt CVRC Resolution No. 2007-029, heading read, text waived: CVRC RESOLUTION NO. 2007-029, RESOLUTION OF THE CHULA VISTA REDEVELOPMENT CORPORATION RECOMMENDING THAT THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA AND THE CHULA VISTA CITY COUNCIL ESTABLISH A POOL OF INVESTMENT BANKING AND UNDERWRITING FIRMS FOR THE CHULA VISTA BA YFRONT AND REDEVELOPMENT AGENCY PROJECT AREAS Director Desrochers seconded the motion, and it carried 4-0-2, with Directors Reyes and Salas abstaining and Director Paul absent. Director Reyes returned to the Chambers and dais. Page 2 of7 J-~ CVRC- Minutes - 09/27/07 DRAFT ACTION ITEMS (continued) 3. DOWNTOWN PARKING DISTRICT Director Salas stated that he would be abstaining from participation on tillS item as he has a potential conflict of interest. Parking is an integral part of the City's efforts to improve the viability of downtown Chula Vista, and it is part of a transportation system that includes multi-modal opportunities, such as bicycling, public transit, and walking. Providing convenient access for employees, residents, shoppers, and visitors requires supplying more than just parking spaces. It requires an effectively managed system that addresses the parking supply, operation, and demand for parking. Acting Community Development Director Hix introduced Senior Community Development Specialist Do who presented the staff report. Greg Mattson, representing the Third Avenue Village Association, spoke in support of the action plan in the staff recommendation, as well as of the other development items being brought forward on the agenda. ACTION: Motion by Chairman Lewis to adopt CVRC Resolution No. 2007-030, heading read, text waived: CVRC RESOLUTION NO. 2007-030, RESOLUTION OF THE CHULA VISTA REDEVELOPMENT CORPORATION ACCEPTING THE DOWNTOWN PARKING MANAGEMENT STUDY AND RECOMMENDING THAT THE CITY COUNCIL (a) ACCEPT THE DOWNTOWN PARKING MANAGEMENT STUDY; (b) APPROVE THE DOWNTOWN PARKING INTERIM ACTION PLAN; AND (c) DIRECT STAFF TO PREPARE A DOWNTOWN PARKING MANAGEMENT PLAN Director Rooney seconded the motion, and it carried 5-0-1 with Director Salas abstaining and Director Paul absent. Director Salas returned to the Chambers and dais. 4. CONSIDERATION OF THE SALE OF SPACE 118 AT ORANGE TREE MOBILEHOME PARK In November 1987, Orange Tree Mobilehome Park converted to resident ownership. The Agency assisted residents in purchasing their park with a $600,000 acquisition loan, which was converted to loans for lower income residents to help them purchase spaces they had been renting. At that time, 29 residents either did not wish to or could not afford to purchase their mobilehome spaces. The Redevelopment Agency agreed to purchase the remaining spaces after the newly formed homeowner's association was unable to secure the financing to purchase them. The Redevelopment Low and Moderate Income Housing Set-aside Fund was used to purchase the remaining spaces. Residents who did not purchase their space remained as renters in the Park. It was also the Agency's intent to sell these remaining spaces as new mobilehome buyers moved into the park, or to sell the spaces to the current residents when they were in the position to buy. Page 3 of7 a-~ CVRC- Minutes - 09/27/07 DRAFT ACTION ITEMS (continued) Acting Commrmity Development Director Hix introduced Senior Commrmity Development Specialist Kurz who presented the staff report. Director Desrochers provided the Board with a brief background on the establishment of the park. ACTION: Motion by Director Desrochers to adopt CVRC Resolution No. 2007-031, heading read, text waived: CVRC RESOLUTION NO. 2007-031, RESOLUTION OF THE CHULA VISTA REDEVELOPMENT CORPORATION RECOMMENDING THAT THE REDEVELOPMENT AGENCY AUTHORIZE THE COMMUNITY DEVELOPMENT DIRECTOR TO EXECUTE A "REAL ESTATE PURCHASE CONTRACT" AND RELATED DOCUMENTS FOR THE SALE OF SPACE 118 AT ORANGE TREE MOBILEHOME PARK Director Rooney seconded the motion, and it carried 6-0 with Director Paul absent. 5. PRE-SUBMITTAL REVIEW FOR 248 CHURCH AVENUE Director Salas stated that he would be abstaining from participation on this item as his property is within 500 feet of the subject parcel. He then left the dais and the Chambers. The 248 Church Avenue development proposal is comprised of ten townhomes on an approximately 13,856 square foot City-owned parcel in the urban core. The preliminary proposal for this site is presented by Voyage, LLC ("Developer"). Redevelopment Manager Crockett presented the staff report, noting that the proposed project was well received by the RAC. He then introduced the applicant, James Brown of Voyage, LLC. Mr. Brown provided a briefPowerPoint presentation on his firm's proposed project. Director Reyes stated for the record that he had met with the applicant and reviewed the project. Director Salas returned to the Chambers and dais. 6. INFORMATION UPDATE ON THE SOUTHWEST COMMUNITY STRENGTHENING STRATEGIES The Southwest Community Strengthening Strategies Work Program is underway, and City staff has taken a number of initial steps. The consulting firm of Moore Iacafano Goltsman, Inc. (MIG) has been selected and hired to assist Southwest community partners in designing a process for commrmity building. In addition, a team of Chula Vista representatives, including community members, attended a National League of Cities Rormdtable on Building Equitable Communities, which provided excellent information and best practices from other cities. ACTION ITEMS (continued) Page 4 of7 ,,- .L\ CVRC- Minutes - 09/27/07 DRAFT Acting Community Development Director Hix provided a brief overview of the staff report. City Councilmember Ramirez spoke about the importance of using data in assessing community needs and assets. Development Planning Improvement Manager Lytle provided the Board with a GIS "atlas" for Southwest Chula Vista and spoke regarding the catalysts and challenges, noting that there are no challenges, just opportunities. She also spoke regarding pragmatic leadership and the role of City Hall in the process. Community Development Specialist Johnson provided the vision statement, goals, next steps and conclusion. Ed Hall, Chula Vista resident representing the Chula Vista Recreation Department, stated that his department was very supportive and looking forward to participating in the process. Tanya Rovira-Osterwalder, Chula Vista resident representing HEAC (Healthy Eating Active Communities), spoke in support of the City of Chula Vista's efforts, and expressed her organization's excitement about evaluating opportunities in the southwest area. Steve Palma, Chula Vista resident and Southwest Chula Vista native, stated that he had previously been a "doubting Thomas", but after attending the Roundtable, he pledged his continuing efforts to volunteer for the City to make it a better place. Directors Reyes, Rooney, Salas and Lewis congratulated the staff and conference attendees, and expressed their interest in participating wherever and whenever needed. They pledged their support for future efforts and implementation of the program. 7. CHIEF EXECUTIVE OFFICER'S REPORTS Chief Executive Officer Garcia provided information to the Directors on an upcoming CRNCAL - ALHFA Affordable Housing Conference being held October 24-25, 2007 at Crowne Plaza Anaheim Resort in Garden Grove. He asked anyone interested in attending to contact Community Development staff immediately to meet registration deadlines. He further noted that there was a CVRC meeting scheduled for Thursday October 25th at 6:00 p.m., so anyone attending the conference would need to return in time for the meeting. Mr. Garcia then stated that a Special Meeting of the CVRC for a CVRC Board Development Workshop had been scheduled for October 11th from 4 p.m. to 9 p.m. at the John Lippitt Public Works Center, and therefore, the Regular Meeting had been cancelled. Mr. Garcia advised the Board that the City Council had received a request from the Southwest Chula Vista Civic Association requesting a seat on the RAC (Redevelopment Advisory Committee), which will have three seats coming up for appointment in October of 2008. He added that they had been advised of the proper process to request a seat. Page 5 of7 ).-5 CVRC- Minutes - 09/27/07 DRAFT Lastly, Chief Executive Officer Garcia stated that a Joint Workshop with the RAC was being planned for sometime in January or February of 2008. 8. CHAIRMAN'S REPORTS A. SUBCOMMITTEE REPORT ON THE SWEETWATER UNION HIGH SCHOOL DISTRICT ASSET UTILIZATION PROJECT Director Reyes read into the record, the following statement pertaining to a potential conflict he may have regarding this item: "Mr. Chairman, I may have a potential conflict of interest on this item which the City Attorney's Office is currently researching. I am in the process of entering into a contractual agreement, which began before I took this position with the CYRC Board, with the High School Sweetwater District. So out of an abundance of caution, I am recusing myself from the participation on this item now and in the near future." Mr. Reyes left the dais and the Chambers. Chairman Lewis stated that the subcommittee report was nothing more than a report at this point in time, and that it was provided for information onIy-- for the Directors to acquaint themselves with in preparation for a future presentation by the Sweetwater Union High School District. Director Desrochers, who also serves on the subcommittee, stated that several meetings were held with the Sweetwater Union High School District, and requested that staff invite subcommittee members to the next CYRC meeting on October 25th. He added that he would, unfortunately, not be present at that meeting. He further wanted to assure the District that the report by the subcommittee was an "unofficial position," and that everyone would remain open- minded. He stated that he looked forward to hearing their presentation. Director Reyes returned to the Chambers and dais. 9. DIRECTORS' COMMENTS Director Salas announced that the National Association of Housing & Redevelopment Organization to which he belonged, was having their national conference in San Diego on, he believed, October 26th through 29th at the Convention Center. He stated that this would be a good venue for the Directors to attend if they were unable to make the Anaheim conference. ADJOURNMENT At 7:46 p.m., Chairman Lewis adjourned the meeting to a Special Meeting on October II, 2007 at 4:00 p.m. at the John Lippitt Public Works Center. The Regular Meeting of October 11,2007 has been cancelled. The next Regular Meeting will be held October 25, 2007 at 6:00 p.m. in the Council Chambers. Page 60f7 ~-l.( CYRC- Minutes - 09/27/07 DRAFT Ann Hix, Secretary Page 7 of7 d--I CVRC- Minutes - 09/27/07 ""'. ~~~~ .. \ I r~. :', CVRC Board Information Memo - Page 1 CORPORATION CHULA VISTA DATE: October 29, 2007 TO: Eric Crockett, Redevelopment Manager FROM: David Garcia, Chief Executive Officer SUBJECT: CVRC Secretary In accordance with the Bylaws of the Corporation, I hereby appoint Eric Crockett as Secretary to the Chula Vista Redevelopment Corporation. Ann Hix was the previous secretary. ATTACHMENTS: Page 7 of the CVRC Bylaws cc: CVRC Board Directors Any number of offices may be beld by the same person, except that neither the secretary nor the chief financial officer may serve concurrently as the chair of the board. Section 2. Reshmation of Offieers. Any officer may resign at any time by giving written notice to the board of directors. Any resignation sball take effect at the date of the receipt of that notice or at any later time specified in that notice; and, unless otherwise specified in that notice, the acceptance of the resignation shall not be necessary to make it effective. Any resignation is without prejudice to the rights, if any, of this corporation under any contract to which the officer is a party. Section 3. Vacancies in Office. A vacancy in any office because of death, resignation, removal, disqualification, or any other cause sball be filled only in the manner prescribed in these Bylaws for regular appointment to that office. Section 4. Chair of the Board. The chair of the board of directors shall be the person serving as the duly elected or appointed and qualified mayor of the City of Chula Vista. The chair shall preside at meetings of the board of directors and exercise and perform such other powers and duties as may be from time to time assigned to him or her by the board of directors or prescribed by the Bylaws. Section 5. Chief Executive Officer. The chief executive officer shaB be the duly appointed or designated Executive Director of the Redevelopment Agency. The chief executive officer shall, subject to the control of the board of directors, generally supervise, direct, and control the business of the corporation, as set forth in these Bylaws. The chief executive officer shall bave such other powers and duties as may be prescribed by the board of directors or the Bylaws. . Section 6. Secretary. The secrelary shall be the person appointed by the chief executive officer. The secretary shall attend to the following: (a) Book of Minutes. The secretary shall keep or cause to be kept, at the principal office or such other place as the board of directors may direct, a book of minutes of all meelings and actions of the board of directors, with the time and place of holding, whether regular or special, and, if special, bow authorized, the notice given, the names of those present at such meetings, the number of directors present or represented at directors' meetings, and the proceedings of such meetings. (b) Notices. Agendas. Seal and Other Duties. The secretary shall give, or cause to be given, notice of all meetings of the board of directors required by the Bylaws or by law to be given, including but not limited to the agenda requirements of the Brown Act. The secretary shall keep the seal of the corporation in safe custody. The secretary shall have other powers and perform sucb other duties as may be prescribed by the board of directors or the Bylaws. Section 7. Chief Financial Officer. The chief financial officer sball be the person serving as the duly appointed Director of Finance of the City of Chula Vista, or his or her designee. The ChiefFinancial Officer shall attend to the following: 131102l920-0001 582991_02 a04/ZOJD:l -7- CVRC RESOLUTION NO. 2007- RESOLUTION OF THE BOARD OF DIRECTORS OF THE CHULA VISTA REDEVELOPMENT CORPORATION ACKNOWLEDGING APPOINTMENT OF SECRETARY OF THE CORPORATION BY THE CHIEF EXECUTIVE OFFICER IT IS HEREBY RESOLVED by the Board of Directors of the CHULA VISTA REDEVELOPMENT CORPORATION that the Board of Directors acknowledges the appointment of Eric Crockett to the office of Secretary of the Corporation by the Chief Executive Officer, pursuant to the Bylaws of the Corporation. PASSED, APPROVED, and ADOPTED by the Chula Vista Redevelopment Corporation of the City ofChula Vista, this 8th day of November 2007, by the following vote: AYES: NAYS: ABSENT: Directors: Directors: Directors: Christopher H. Lewis, Chair ATTEST: Eric Crockett, Secretary STATE OF CALIFORNIA COUNTY OF SAN DIEGO CITY OF CHULA VISTA ) ) ) I, Eric Crockett, Secretary of the Chula Vista Redevelopment Corporation of the City of Chula Vista, California, do hereby certify that the foregoing CVRC Resolution No. 2007- was duly passed, approved, and adopted by the Chula Vista Redevelopment Corporation at a regular meeting of the Chula Vista Redevelopment Corporation held on the 8th day of November 2007. Executed this 8th day of November 2007. Eric Crockett, Secretary ..t\-\ . .. CVRC Board Staff Report - Page 1 Item No. 3 CORPORI\TION (HULA VISTA DATE: October 25, 2007 TO: CVRC Board Directors FROM: David R. Garcia, Chief Executive Officer Ann Hix, Acting Community Development Director ~ i..--:1u iJ Mary ladiana, Planning Manager, Planning and Building Department /rzr--. VIA: SUBJECT: Public Hearing to Consider DRC-07-33, Retail and Medical Office Complex at 1310-1318 Third Avenue SUMMARY Action Recommend that the Chula Vista Redevelopment Corporation approve Design Review (DRC-07-33) Developer I Tony Zamir ADDlicant Project Summary location West side of Third Avenue, south of Palomar Street Site 1310-1318 Third Avenue UCSP No Project Area Merged Project Area (Southwest) Product Type Three single-story retail and medical office buildings with associated parking and landscaping. RAC #1 April 5, 2007 RAC #2 June 7, 2007 Function Project Elements Rules & Rel!ulations CVRC Functions Redevelopment ENA DDNOPA Cal. Redev. Law Planning GPA CUP General Plan Rezone Variance Zoning Code UCSP Design Review DRC .J I UCDP I Design Manual .J LandscaDe Manual .J UCSP Environmental ExemDtion .J Initial Study CEQA Guidelines .J ND/MND EIR 3---\ Staff Report - Item No. ~ Page 2 BACKGROUND On February 20, 2007, a Design Review application was submitted for development of a 1.23-acre site located on the west side of Third Avenue, south of Palomar Street (see Attachment 1). The proposal involves a three-building, 14,360 square foot retail/medical complex for multi-tenant use. Pursuant to C.V.M.C. 2.55.080, the Chula Vista Redevelopment Corporation has design review authority for all projects within designated redevelopment areas. The project site is entirely within the Merged Chula Vista Redevelopment Project Area and is therefore being presented to CVRC for review and approval. No other discretionary actions are required for development of this site and no Redevelopment Agency involvement (financing, agreements) is associated with the project. REDEVELOPMENT FISCAL IMPACT The proposed project will create an estimated increase in assessed valuation of approximately $2,154,000 and the Agency will receive one percent, or $21,540, of this increase as tax increment revenue annually. This one percent will be distributed as follows: 20% of the $21,540 will go to the low and moderate income housing fund. The remaining $17,232 net tax increment will be distributed as follows: 18% to the County of San Diego; 7% to the Sweetwater Union High School District; 2% to Southwestern Community College; 1 % to the San Diego County Office of Education; and 11 % to the Chula Vista Elementary School District; leaving the Agency approximately 41 % of the 1 % increase in assessed valuation available for redevelopment activities. These pass through percentages are applicable to the Southwest Project area only. The estimated annual amounts are shown below: fANNU,Al TAX' '~~iTf"';';''''<';;'''''';':'';'i:-';i''''!''!1tf''':' ~.i;~ !!'Jq~~M~N ''''''''l!'REV ENU ,'/:;:f~iA;)", ',' ' County of San Diego Sweetwater Union High School District Southwestern Community College San Diego County Office of Education Chula Vista Elementary School District TOTALS: Redevelopment Agency 18% 7% 2% 1% 11% $21,540.00 $4,308.00 $1 7,232.00 3,101.76 1,206.24 344.64 172.32 1,895.52 11 ,028.48 6,203.52 Gross Tax Increment Low/Moderate Income Housing Fund Net Tax Increment 20% 59% 41% -3---)... Staff Report - Item No. ~ Page 3 ENVIRONMENTAL The proposed project has been reviewed for compliance with the California Environmental Quality Act (CEQA) and it was determined that the proposed project qualifies for a Class 32 categorical exemption pursuant to Section 15332 of the State CEQA Guidelines. Thus no further environmental review is necessary. BOARDS/COMMISSIONS RECOMMEN DA TlONS At its meetings of April 5 and June 7, 2007, the Redevelopment Advisory Committee (RAC) reviewed and discussed the application for the proposed retail/medical office complex at 1310-1318 Third Avenue. At the initial meeting in April, the RAC expressed some concerns with the proposed design and suggested minor changes, however, they felt that the proposal was of high quality. On June 7, 2007 a redesigned project was presented to the RAe. The RAC considered that their concerns had been addressed and that the structures were well-suited for the site and a significant improvement to the area (see Attachment 2, RAC Minutes, June 2007). RECOMMEN DATION Staff recommends that the Chula Vista Redevelopment Corporation adopt a resolution approving Design Review (DRC-07-33), subject to the conditions of Exhibit B attached to the CVRC Resolution. DISCUSSION 1. Site Location and Surrounding Uses The 1.23-acre property consists of three parcels and is located on the west side of Third Avenue, south of Palomar Street. The site is zoned CCP (Central Commercial with a Precise Plan Modifier) and its General Plan designation is CR (Commercial Retail). The site is currently occupied with three wooden commercial structures, which will be demolished. The rear of the site is unpaved, unlandscaped and lacks adequate drainage. Land uses adjacent to the project site include retail uses to the east, south, north and multi- family residences to the west. ~-3 Staff Report - Item No. ~ Page 4 2. Project Description The proposed project consists of three single-story shell buildings, one on the north-east corner of the property and two along the south property line of the combined three parcels. Access to the site will be from Third Avenue via one single driveway between the north and south buildings, replacing the three driveways currently in poor condition and serving the site. The buildings will comprise a total of 14,360 square feet. The two buildings along the south property line will be 3,755 square feet (closest to Third Avenue) and 5,790 square feet towards the west side of the site. In the northeast corner of the site the building is 4,815 square feet. The parking lot will provide a total of 72 parking spaces, including three disabled parking spaces, which is in accordance with the Chula Vista Municipal Code for this use. Other site improvements will include landscaping and the construction of a number of on-site retaining walls around the perimeter. These retaining walls range in height from four to eight feet. The three proposed buildings will be concrete block with a stucco and decorative stone veneer finish and will be between twenty and twenty-five feet tall. Where visible, the roof will be metal standing seam, with both curved and gabled pitches, in a dusty green shade. Air conditioning units are planned to be roof mounted, and care has been taken to ensure that the units will not be visible from either the street, neighboring properties or anywhere on the site. There will be ample storefront units, all framed in dark bronze, and each entry door will have either an integral overhang or a metal awning in colonial red. The 24-foot wide two-way driveway entrance is framed by two buildings, a significant landscape strip, and trees bordering the parking lot. Landscaping will be provided along the frontage, as well as throughout the site. 3. Development Standards The proposed retail and medical office uses are permitted in the CC-P zone and all development standards of the CC-P zone have been met or exceeded. The project was developed in accordance with the following criteria: ~~~ Staff Report - Item No. ~ Page 5 Assessor's Parcel No.: 619-280-46, 47 & 72 Current Zoning CC-P (Central Commercial with Precise Plan Modifier) Proposed Zoning No change General Plan CR (Commercial Retail) Building Coverage 26.7% Lot Area 1.23 Acres DEVELOPMENT 5T ANDARDS: . . REQUIRED PROPOSED < Setbacks (per CC-P zone) Front Yard: 25 ft. :1:27 ft. Side Yard: none none Rear Yard: 1 5 feet :I: 1 neet Parking (per CVMC 19.62.050) Retail (1/200sf): 72 spaces 72 spaces 4. Analysis The project was evaluated in accordance with the goals and objectives of the Chula Vista General Plan (2005), the Zoning Ordinance and the City's Design Manual. While the project site is within the Merged Redevelopment Project Area, the Amended and Restated Redevelopment Plan (2004) for this Project Area defers to the City's General Plan and Zoning Ordinance for land use authority. As described above, the proposed project is consistent with the land use designation in the General Plan and the development standards for the Central Commercial (CC) zone. The guidelines for commercial development in the City's Design Manual are intended to: Encourage developments which are unique and creative yet respect the scale, proportion and basic character of their surroundings... (CVDM p. 111-1) While quite uncharacteristic of other buildings in this part of Chula Vista, this proposed development is nevertheless appropriate for its use while being particularly sensitive to the scale of the residential development to the west. By maintaining single story structures and dividing the buildings up into segments of a size reminiscent of residential 6--~ Staff Report - Item No. ~ Page 6 architecture, the overall project is compatible with its residential neighbors. Although it differs in appearance from other commercial projects in that area, this development will still be relatively harmonious with surrounding structures, while providing a standard to which future neighborhood development should aspire. Promote an attractive, inviting, imaginative and functional arrangement of buildings and parking area, and a high quality of architectural and landscape design which provides for proper commercial access, visibility and identity, but which discourages standardized approaches to commercial site planning and design. (CVDM p. 111-1) The site design is inviting, with individual stores having good visibility and access, and significant and varied entry features giving each store its unique identity. From Third Avenue, the parking is mostly concealed by the structures and landscaping, which is a positive feature and a departure from the standard approach to other, older commercial development along Third Avenue. There was discussion at both RAC meetings about the desire to have building entrances directly from Third Avenue, however, because of Building Code concerns and the need to provide variable slope in the landscaping between Third Avenue and Building B (furthest south), that was not possible. It was, however, determined that cornice elements on the parapets of both Buildings Band C would make the facades more significant. The site plan is appropriate and functional, with clearly-identified access to each business, as well as appealing pedestrian routes and distinctive landscape features to break up the parking lot. Placement of structures should consider the existing built context of the commercial area, the location of incompatible land uses, the location of major traffic generators, as well as an analysis of a site's characteristics and particular influences. (CVDM p. 111-2) The high quality architecture and landscape design provided for the complex makes a significant improvement to a part of the City where many shopping centers are standardized and devoid of character and appeal. DECISION MAKER CONFLICTS Staff has reviewed the property holdings of the CYRC Board and has found no property holdings within 500 feet of the boundaries of the property which is the subject of this action. ~-~ Staff Report - Item No. ~ Page 7 ATTACHMENTS Attachment 1: Attachment 2: Attachment 3: PREPARED BY: Site and Building Plans June 2007 RAC minutes Development Application with the following appendices: Appendix A - Project Description and Justification Appendix B - Disclosure Statement Appendix C - Development Permit Processing Agreement Ann Pease, Associate Planner 3-1 Attachment 1 Site and Building Plans on file with the Planning Department. Please contact the Project Manager, Ann Pease, at (619) 476-5334 if you would like to review the plans. 3-<:1 Attachment 2 4.b. Review No.2: Third Avenue Center, 1310 Third Avenue Project Manager: Ann Pease Summary of Project: The applicant, Tony Zamir, submitted a design review application (DRC-07-33) for a proposed retail and medical office complex on Third Avenue just south of Palomar. The project proposes the construction of three one-story buildings, providing a total of 14,360 square feet. Buildings A and B are on the south side of the parcel and consist of 5,790 and 3,755 square feet respectively. Building C, intended for medical office use, is planned for 4,815 square feet and is in the northeast corner of the site. Revisions in Response to RAC Review No. 1 Fire Department Access . Inadequate room for Fire Department to maneuver in the parking lot. This requirement has now been satisfied. . The Fire Department is now requiring an additional fire hydrant. Additional Fire hydrant has been added. Walkway Design . Suggested that the two walkways should be brought directly out to Third Avenue and would function better. Suggestion could not be implemented. It would require that the walkway come out at an angle and there is insufficient room for the necessary 2% slope to access Third Avenue. Applicant looked at another area to bring a walkway out to Third Avenue and it was not possible either. Storefronts . Suggested that the storefronts should face Third Avenue. Due to slope issues and separation issues on both sides of the site it was not possible to put the storefronts facing Third Avenue, so they continue to face inside. Elements between Building C and Building B . Additional articulation was brought in to match the other building. Staff feels that the two buildings are now very well matched at Third Avenue Landscaping . More landscaping was desired. The site is quite tight and so space is limited for additional landscaping. The applicant did add in excess of 80 plant materials over what had already been provided. Applicant's architect presented some information about materials to be used in triangular planters in the front of the building that absorb water but don't have a curb which could eliminate the accumulation of trash. 3-~ Page 4 - RAC Minutes Ilttp://www.cllulavistaca.gov June 7, 2007 4.b. Review No.2: Third Avenue Center, 1310 Third Avenue Cont'd Project Manager: Ann Pease Screen i ng . Roof top equipment screening required. Equipment screening has been achieved. Questions & Comments Received: General . RAC suggested the project be presented to the Southwest Civic Association (SWCA). [RAC] Project was presented to SWCA and was very well received. [Applicant] . Felt that the applicant has met all the criteria that were placed on the design and feel very positive about the project. [RAC] Design . Likes the saturated colors used. Appreciated Applicant not using the standard beige, which tends to look dated very quickly. [RAq . Asked if color of roof will fade. Roof texture color is factory applied, thru a heating process and will last much longer. [Applicant] ACTION: Member D'Ascoli motioned to recommend approval of the project to the CVRC; Member Johnson second the motion; 8-0 unanimous consent to the motion. 5. MEMBER COMMENTS: Member Gilgun Very impressed with Applicants when their Architects come back for the second review with remedies and solutions to issues raised by board members during the first review. Vice Chair Felber Happy to see more projects coming to the southwest, hopefully we can get a little bit more in the north. Member Cohen Appreciate what the Applicant has done with this project. Member D'Ascoli Noted that when members on the RAC make comments, it isn't "the whole RAC's opinion" only that individual members' comments. Member Cohen Commented on adhering to time limits and civility of public participation. Member D'Ascoli Felt that May 3m RAC meeting was out of control; public standing up, shouting and interrupting other speakers. Members serve on the RAC to listen and review projects. Feels it is disrespectful for someone to give a 20 3-\Q Page 5 - RAC Minutes hap:/ /www.cllulavistaca.gov June 7, 2007 ~I~ -.- "- - -- - - -- P I ann n g & B u I d n g 0 I Attachment 3 CITY Of CHULA VISTA APPLICATION · DEVELOPMENT PROCESSING . TYPE A Part 1 T e of Review Re uested o Conditional Use Permit KX Design Review o Variance o Special Use Permit (redevelopment area only) o Misc. A /ication Information Applicant Name Tonv Zamir Applicant Address 397 E Street, Chula Vista. CA 91910 Contact Name Tony Zamir Phone 619-425-9980 Applicant's Interest in Property (If applicant is not the owner, the owner's authorization signature at the end of this form is required to process this request.) D Own D Rent D Other: . Architect/Agent: Schuss - Clark Address: 9474 Kearny Villa Rd. #215 Contact Name: Jeff Brandon Phone: 858-578-2950 iego, CA .92126:.-' Primary contact is: D Applicant lil Architectl Agent Email ofprimarycontact:;efb~schussclark.com General Project Description (aI/ types) Project Name: Third Avenue Center ProDosed Us~etail/Medical General Description of Proposed Project: (3) 1-Storv Retail/Medical Buildings and Related Site Improvements Has this project received pre-application review comments? D Yes (Date:) IaNo Subject Property Information (aI/ types) Location/Street Address: 1310 -1318 Third Avenue Assessor's Parcel #: 619-280-46,47,72 Total Acreage: 1.23 Redevelopment Area (if applicable): sV\l General Plan Designation: C~ Zone Designation: CCP Planned Community (if apPIiCabJe):--.t:lJA Current Land Use: Retail/Commercial Within Montgomery Specific Plan? DYes D No Proposed Project (aI/ types) Tvpe of use proposed: D Residential ~ Commercial ,dscape Coverage (% ofliiiJ!:.,- 1 5 . 3 % D Industrial D Other: Building Coverage (% of lot): _?6.,7% ~---\\ 276 Fourth Avenue Chula Vista California 91910 (619) 691-5101 APPLICATION · DEVELOPMENT PROCESSING . TYPE A Part 2 OTYQf CHUIA VISfA Residential Pro'ecl Summar Type welling unites): Dwelling urn Number of lots: 1 Bedroom 2 Bedroom 3+ Bedroom PROPOSED EXISTING TOTAL Density (DU/acre): Maximum building height: Minimum lot size: Average lot size: Parking Spaces: Required by code: Provided: Type of parking (i.e. size; whether covered. etc.): Open space description (acres each of private, common, and landscaping): ~on-Residential Project Summary Gross floor area: 14.360 Proposed: 14 _ 360 Existing: 0 Building Height: 25' Hours of operation (days & hours): ~ '\'VI il1 OI";WVll >hvp> Anticipated number of employees: Maximum number of employees at anyone time: Number and ages of students/children (if applicable): tJ /I'r Seating capacity: ,.J /It Parking Spaces: Required by code: 77 Provided: 77 Type of parking (i.e. size; whether covered. etc.): 9' x 19' Spa"",,, Tlnrnv..r..n Authorization Print applicant name: Tony 9,;:tm; T Applicant Signature: -A--..J -d~ Date: .2-2.<1-"'7 Print owner name':' Tony Zamir ute: Proof .of ownership Date: 2,20_0 Owner Signature': Leller of consent may be provided in lieu of signature. ~\1- 276 Fourth Avenue Chula Vista California 91910 (619) 691-5101 ~\(t- =~-= --- ~ Plann ng & Building Department Planning Division I Development Processing cnv OF CHUIA VISTA APPLICATION APPENDIX A Project Description & Justification Project Name: Third Avenue Center Tony Zamir Applicant Name: Please fully describe the proposed project, any a~d all construction that may be accomplished as a result of approval of this project, and the project's benefits to yourself, the property, the neighborhood, and the City of Chula vista. Include any details necessary to adequately explain the scope and/or operation of the proposed project. You may include any background information and supporting statements regarding the reasons for, or appropriateness of, the application. Use an addendum sheet if necessary. For all Conditional Use Permits or Variances, please address the required "findings" as listed in the Application Procedural Guide. The scope of this project is to develop a contemporary, stylish, and functional single story retail center, with 14,360 square feet of lease space, to replace a deteriorating and unsightly collection of three small, unrelated buildings, and mixed vehicular and open field use. The existing single story buildings contain less than 3200 square feet of floor space. Paved parking is currently limited to an area immediately adjacent to the street, accessed by three deteriorating driveways. The rear portion of the site is unpaved, with no discernable landscaping, and insufficient drainage. The property is an existing commercial! retail site in the Southwest redevelopment area, comprised of three parcels totaling 1.23 acres, and is zoned CCP. It is located on the west side of Third Avenue and south of Palomar Street, immediately south of the small strip center which is at the corner of Palomar and Third. Proposed site improvements will begin with the demolition of the three small, unattractive, wood frame buildings with clapboard siding and stucco, which are old and in poor condition, and are poorly placed on the site. Three volunteer scrub palms which are less than 10' tall will be removed. Proposed grading and site construction will include reducing the overall on-site slopes, the installation of low perimeter retaining walls, and effective site drainage. The drainage system will include a central concrete swale in the parking area, leading to a grassy swale in a landscaped area, and an under-sidewalk drain with media filtration, prior to release through an existing under-sidewalk storm drain. The proposed retail center includes three single-story shell buildings which will accommodate up to a total of sixteen retail! medical lease spaces. The stucco and ledge stone exteriors with metal roofing and awnings, are expressed in an elegant palette of natural hues. ~-- \) 276 Fourth Avenue Chula Vista California 91910 (619) 691-5101 The three earth tone shades of stucco and the stonework set off the dusty green of the standing seam roofing, the colonial red metal awnings, and the dark bronze storefront framing. Each of the 14' wide by 10' high storefront units with double entry doors has either an integral overhang or a metal awning, for rain protection, shadowing, and building relief. The contemporary architectural style, with its clean lines and upscale look, will coorqinate with ~he best of the surrounding neighborhood, and transition well with future redevelopment. Building A, in the southwest corner, is 150' x 38' overall, with 5790 sq. ft. divided into six single lease spaces and one double. It features two awnings, and a central tower section with curved standing seam roof and a steel eyebrow. Building B, in the southeast corner, is 100' x 38' overall with 3,755 sq. ft. divided into 5 lease spaces. It features two awnings, a central tower section with curved standing seam roof and a steel eyebrow, and a quad-gabled end tower with standing seam roofing. Building C, on the north side across the driveway and parking from Building B, is 81' x 60' overall, with 4,815 sq. ft. divided into 4 lease spaces. It features two awnings and a quad-gabled corner tow,er with standing seam roofing, and presents two storefront window sections to the street. The buildings will be served by a 10' x 25' loading zone and a 20' x 20' x 6' high concrete block gated trash enclosure, in a spice tan coordinating color to match the buildings. A 24' wide 2-way driveway off Third Avenue near the center of the frontage provides access to a functional looped parking lot, with 72 self-park spaces 9' wide x 19' deep. One accessible parking space is located near each building (one van-accessible), each with its loading zone and ramp to the sidewalk. An attractive and infonmative pylon sign will be placed adjacent to the driveway. Site lighting will be provided with pole lighting within the parking area. The site will be fully landscaped, with appropriate irrigation system. Trees include olive trees, southern live oaks, and Italian cypress. Open planted areas will have shrubs including photinia and coast rosemary, with ground covers including marathon grass and sageleaf rockrose. Building walls and retaining walls will have plantings of trumpet vine and star jasmine to soften the site. A six-foot section of the property along the entire frontage will be dedicated to the City of Chula Vista for an extension of the existing street width, to replace the existing unsightly condition. This will entail the demolition of the existing driveways and the installation of new curbs and gutters and sidewalk, and the new 24' driveway and apron. Two water meters will be relocated because of this dedication. This extensive construction project clearly involves considerable expense on the part of the owner, as well as the cooperation and agreement of the City and its agencies. The owner will benefit from the increased revenue from additional leased spaces, as well as enjoying unqualified pride of ownership. The neighborhood will benefit from the vastly more attractive appearance, the improved traffic situation, and the availability of a variety of retail and medical venues. The City will benefit from the increased tax revenue provided by the additional retail/medical businesses, the improved traffic flow on Third Avenue, and the major improvement to the city's image by this exciting upgrade of this highly visible property in the heart of the redevelopment area. .2>- , ~ APPENDIX B Disclosure Statement Pursuant to Council Policy 101-01. prior to any action upon matters that witl require discretionary actIon by the Council. Planning Commission and all other official bodies of the City. a statement of disclosure of certain ownership or financial interests. payments, or campaign contributions for a City of Chula Vista election must be filed The following Information must be disclosed: 1. Ust the names of all persons having a financial interest in the property that is the subject of the application or the contract, e.g. owner, applicant. contractor, subcontractor. material supplier. /'IinJ/A"I>III1A,J!./I1. 2A1'11~ ~Pn~IM r~ ~> , /L1A-~q 011,#/1 2 If any person. identifIed pursuant to (1) above is a corporation or partnerShIP. list the names of all individuals with a $2000 investment in the business (corporation/partnership) entity. 3. It any person- identIfied pursuant to (1) above is a non-profit organization or trust, list the names of any person serving as director of the non-profit organization or as trustee or benefiCiary or trustor of the trust. ~ 4. Please idenlify every person, including any agents, employees, consuitants, or independent contractors you have assigned to represent YOLJ before the CIty in this matter 5. Has any person" associated with th.s contract had any financial dealings with j!LI-OlIicia'.. of the C.ty of Chula Vista .s .t relates to this contract within the past 12 months. Yes_ No...k::;:::: If Yes, briefly describe the nature of the financial interest the off.ciai.. may have in this contract 6. Have you made a contnbulion ol-t1lOre than $250 within the past twelve (12) monlhs to a current member of the Chula Vista City Cou~cil? No~Ye; _If yes, which CounCil member? G-1S 7. Have you provided more than $340 (or an Item of equivalent value) to an official" of the City of Chula Vista in the past twelve (12) mant1ii? (This includes being a source of income, money to retire a legal debt, gift, loan, ele) Yes_ NO~ - II Yes, which official" and what was the nature of item pr~vided? Oate: L- '1- G 7 4J~~'> Signature of Contractor/Applicant MqK~M~dD~~f)Z4~/~ Print or type name of Cori'iractor/Applicanl Person is defined as: any individual, firm, co-partnership. joint venture, association, social club, fraternal organization, corporation, estate. trust. receiver, syndicate. any other county, city, municipality, district, or ctl'ler political subdivision, -or any other grou~ or combInation acting as a Unit Official Includes, but is not limited to Mayor, Council member, Chula Vista Redevelopment Corporation member, Planning Commissioner, member of a board. commission, or committee of the City, employee, or staff members. September 8, 2006 6-'~ ,. APPENDIX C (Iof3) DEVELOPMENT PERMIT PROCESSING AGREEMENT Permit Applicant Applicant's Address: Type of Permit: Agreement Date: Deposit Amount: 10.- v tv1 _ ;' ,#_ I t.. 3'7'LE. ....,,- rh-/" If ,a..4- CA. 919/0 fl-~ljeLcf ~ --:;-~'r ~':'~I ,'.A 73h This Agreement ("Agreement') between the. City of Chula Vista, a chartered municipal corporation ("City') and the forenamed applicant for a development permit ("Applicant"), effective as of the Agreement Date set forth above., is made with reference to the following facts: . Whereas, Applicant has applied to the City for a permit oflhe type aforereferenced ("Permit") which the City has required to be obtained.as a condition to permitting Applicant to develop a parcel of property; and, Whereas, the City will incur expenses in order to process said permit through the various departments and before the various boards and commissions of the City ("Processing Services"); and, Whereas the purpose of this agreement is to reimburse the City for all expenses it will incur in connection with providing the Processing Services; Now, therefore, the parties do hereby agree, in exchange for the mutual promises herein contained, as follows: 1. Applicant's Duty to Pay, Applicant shall pay all of City's expenses incurred in providing Processing Services related to Applicant's Permit, including all of City's. direct and overhead costs related thereto. This duty of Applicant shall be referred to herein as . Applicant's Duty to Pay.' 1.1. Applicant's Deposit Duty. As partial performance of Applica,nt's Duty to Pay, Applicant shall deposit the amount aforereferenced ('Deposit"). 1.1.1. City shall charge its lawful expenses incurred in providing Processing Services against Applicant's Deposit. If, after the conclusion of processing Applicant's Permit, any portion of the Deposit remains, City shall return said balance to Applicant without i.nterest thereon, If, during the processing of Applicant's Permit, the amount of the Deposit becomes exhausted, or is imminently likely to become exhausted in the opinion of the e City, upon notice of same by City, Applicant shall forthwith provide such additional deposit as City shall calculate as reasonably. necessary to continue Processing Services. The duty of Applicant to initially deposit and to supplement said deposit as herein required shall be known as "Applicant's Deposit Duty'. 2. City's Duty. City shall, upon the condition that Applicant is no in breach of Applicant's Duty to Payor Applicant's. Deposit Duty, use good faith to provide processing services in relation to Applicant's Permit application. 2.1. City shall have no liability hereunder to Applicant for the failure to process Applicant's Permit application, or fo'r failure to process Applicant's Permit within the time frame requested by Applicant or estimated by City. ~-- \ I . . APPENDIX C (20D) 2.2. By execution of this agreement Applicant shall have no right to the Permit for which Applicant has applied. City shall use its discretion in valuating Applicant's Permit Application without regard to Applicant's promise to pay for the Processing Services, or the execution of the Agreement. . 3. Remedies. 3.1. Suspension of Processing In addition to all other rights and remedies which the City shall otherwise have at law or equity, the City has the right to suspend and/or withhold the processing of the Permit which is the subject matter of this Agreement, as well a.s the Permit which may be the subject matter of any other Permit which Applicant has before the City. . 3.2. Civil Collection In addition to all other rights and remedies which the City shall otherwise have at law or equity, the City has the right to collect all sums which are or may become due hereunder by civil action, and upon instituting litigation to collect same, the prevailing party shall be entitled to reasonable attorney's fees and costs. 4. Miscellaneous. 4.1 Notices. All notices, demands or requests provided for or permitted to be given pursuant to this Agreement rnust be in writing. All. notices, demands and requests t6 be sent to any party shall be deemed to have been properly given or served if personally served or deposited in the United States mail, addressed to such party, postage prepaid, registered or certified, with return receipt requested at the addresses identified adjacent to the signatures of the parties represented. 4.2 Governing LawNenue. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Any action arising under or relating tD this Agreement shall be brought Dnly in the federal or state courts located in San Diego County, State of California, and if applicable, the City of Chula Vista, or as close thereto as possible. Venue for this Agreement, and performance hereunder, shall be the City of Chula Vista. 4.3. Multiple Signatories. If there are multiple signatories to this agreement on behalf Df Applicant, each of such signatories shall be jointly and severally liable fDr the- performance of Applicant's duties herein set forth. 4.4. SignatDry Authority. This signatDry to this agreement hereby warrants and represents that he is the duly designated agent fDr the Applicant and has been duly authorized by the Applicant to execute this Agreement on behalf of the Applicant. Signatory shall be personally liable for Applicant's Duty to Pay and Applicant's Duty to Deposit in the event he has not been authDrized to execute this Agreement by Applicant. 6--\<f APPENDIX C (3 on) 4.5 Hold Harmless. Applicant shall defend, indemnify and hold harmless the City, its elected and appointed officers and employees, from and against any claims, suits, actions or proceedings, judicial or administrative, for writs, orders, injunction or other. relief, damages, liability, cost and expense (including .without Iimitationattomeys'. fees) aris!ng.out.of: City's-actions .in processing or issuing Applicant's Permit, or in exercising any discretion relatec:l thereto including but not limited to the giving of proper environmental review, the holding of public hearings, the extension of due process rights, except only for those claims, suits, actions. or proceedings arising from the sole negligence or sole willful conduct of the City, its officers, or employees known to, but not objected to, by the Applicant. Applicant's indemnification shall include .any and all costs, expenses, attomey's' fees and liability incurred by the City, its officers, agents,oremployees in defending against such claims, whether the same proceed to judgement or not. Further, Applicant, at its own expense, shall, upon written request by the City, defend any such suit or action brought against the City, its officers; agents, or employees. Applicant's .indemnification. of. City .shaILnot. beJimited, by. any. prior or. subsequent. declaration by the Applicant. At its sole' discretion, the City may participate at its own expense in the defense of any such actin, but such participation shall not relieve the applicant of any obligation imposed by this condition. 4.6 "Administrative Claims Requirements'and Procedures. No suit or arbitration shall be brought arising out of this agreement against the City unless a claim has first been presented in writing and filed with the City of Chula Vista and acted upon by the City of Chula Vista in accordance with the procedures set forth in Chapter 1.34 of the Chula Vista Municipal Code, as same may from time to time be amended, the provisions of which are incorporated by this reference as if fully set forth herein, and such policies and procedures used by the City in the implementation of -same. Upon request by City, Consultant shall meet and confer in good faith with City for the purpose of resolving any dispute over the terms of this Agreement. Now therefore, the parties hereto, :having read and understood the terms and conditions of this agreement; do hereby express their consent to the terms hereof by setting their hand hereto on the date set forth adjacent thereto. . Dated: City of'chula Vista 276 Fourth Avenue Chula Vista, CA By: Dated: ;2-2-0 _4 7 By: !~~ ~.-\~ . CYRC RESOLUTION NO. 2007 RESOLUTION OF THE CHULA VISTA REDEVELOPMENT CORPORATION APPROvING DESIGN REVIEW PERMIT (DRC- 07-33) TO ALLOW THE CONSTRUCTION OF A 14,360 SQUARE FOOT RETAIL/MEDICAL OFFICE COMPLEX ON THE SITE LOCATED AT 1310-1318 THIRD AVENUE WHEREAS, the parcel, which is the subject matter of this resolution, is represented in Exhibit A attached hereto and incorporated herein by this reference, and for the purpose of general description is located at 1310-1318 Third Avenue, Chula Vista; and WHEREAS, a duly verified application for a Design Review Permit (DRC-07-33), was filed with the City of Chula Vista on behalf of Mr. Tony Zamir ("Applicant") to enable the development of a retail/medical office project located at 1310-1318 Third Avenue ("Project"); and WHEREAS, the proposed project has been reviewed for compliance with the California Environmental Quality Act (CEQA) and it was determined that the proposed project qualifies for a Class 32 categorical exemption pursuant to Section 15332 of the State CEQA Guidelines. Thus no further environmental review is necessary; and WHEREAS, a hearing time and place was set by the Chula Vista Redevelopment Corporation for consideration of the Project and notice of said hearing, together with its purpose, was given by its publication in a newspaper of general circulation in the City, and its mailing to property owners and residents within 500 feet of the exterior boundaries of the property, at least ten (10) days prior to the hearing; and WHEREAS, the Chula Vista Redevelopment Corporation held a duly noticed public hearing to consider said application at the time and place as advertised, namely October 25, 2007 at 6:00 p.m. in the Council Chambers, 276 Fourth Avenue, before the Chula Vista Redevelopment Corporation and said hearing was thereafter closed. NOW, THEREFORE, BE IT RESOLVED that the Chula Vista Redevelopment Corporation does hereby find, determine, and resolve as follows: CONFORMANCE WITH CITY DESIGN MANUAL The Chula Vista Redevelopment Corporation does hereby find that the Project is in conformance with the City of Chula Vista Design Manual, Landscape Manual and the requirements of the Zoning Ordinance. 3/" l"1) CYRC Resolution No. 2007- Page 2 BE IT FURTHER RESOLVED, that the Chula Vista Redevelopment Corporation, after considering all evidence and testimony presented, Approves Design Review Permit (DRC-07- 33), subject to the conditions of Exhibit B to allow the construction of a 14,360 square foot retail/medical office complex. Presented by: Ann Hix Acting Community Development Director {Ann ore -rGeneral Counsel ~-~\ . IS-07 -025, FA 1097 DRC-07-33, BL-827 6192804600 1314 Third Av 500' R 0306 07 Tony Zamlr 3 " ..1 ).., Exhibit B Design Review Conditions of Approval Retail & Medical Office Complex 1310-1318 Third Avenue The Chula Vista Redevelopment Corporation does hereby approve Design Review Permit DRC-07-33 subject to the following conditions: COMMUNITY DEVELOPMENT DEPARTMENT 1. The subject property shall be developed and maintained in substantial conformance with the approved application, plans, and color and material board, except as modified herein. 2. Applicant shall submit all exterior lighting plans, landscape and irrigation plans, solid waste and recycling plans for review and approval prior to the issuance of building permits. 3. All utility meters and closets shall be painted to match the colors of the building elevations or shall be screened appropriately from public view. 4. Identification signs shall be limited to those signs permitted by Section 19.60.400 and Section 19.60.410 of the Chula Vista Municipal Code (CVMe) and shall comply with the regulations stated therein. 5. A graffiti resistant treatment shall be specified for all wall and building surfaces and shall be noted on all building and wall plans prior to issuance of building permits. 6. All ground mounted utility appurtenances, such as transformers, AC condensers, etc., shall be located out of public view and adequately screened to the satisfaction of the City. 7. Applicant shall provide grading plans with the submittal for building permits that shall contain on and off-site spot elevations and grading/drainage information. 8. Landscape Plans for all on-site improvements shall be completed by a licensed Landscape Architect and are required with building permit submittal. Complete construction documents for all areas in the public right-of-way shall be submitted for review and approval by the City Landscape Architecture Division. 9. The applicant/owner shall comply with all applicable federal, state, and local requirements, and in any case where it does not comply, this permit is subject to modification or revocation. 10. This permit shall become void and ineffective if not used or extended within one year from the effective date thereof, in accordance with Section 19.14.600 of the Municipal Code. 11. This permit shall be subject to any and all new, modified, or deleted conditions imposed after approval of this permit to protect the public from a specific condition dangerous to its health or safety or both due to the project, which condition(s) the City shall impose after advance written notice to the permittee and after the City has given the permittee the right to be heard with regard thereto. However, the City in exercising this reserved right/condition, may not impose a substantial expense or deprive permittee of a substantial revenue source which the permittee cannot, in the normal operation of the use permitted, be expected to economically recover. 3--:A3 12. The applicant shall and does hereby agree to indemnify, protect, defend, and hold hannless the City, its Council members, officers, employees, agents, and representatives from and against all liabilities, losses, damages, demands, claims, and costs, including court costs and attorney's fees (collectively, liabilities) incurred by the City arising directly or indirectly from a) City's approval and issuance of this permit, b) City's approval or issuance of any other permit or action, whether discretionary or non discretionary, in connection with the use contemplated herein, and without limitation, any and all liabilities arising from the operation of the facility. Applicant shall acknowledge their agreement to this provision by executing a copy of this permit where indicated below. The applicant's compliance with this provision is an express condition of this permit and this provision shall be binding on any and all of the applicant's successors and assigns. Applicant and/or Property Owner PLANNING AND BUILDING DEPARTMENT CONDITIONS 13. Plans submitted for building permits shall contain a statement on the cover sheet indicating that this project shall comply with Title 24 (2005 Energy Conservation and 2001 Disabled Access Regulations). 14. The project shall comply with applicable codes and requirements, including but not limited to 2001 CSC, CMC, CPC, and 2004 CEC requirements. 15. Walls less than twenty feet from property lines shall be one-hour rated. 16. A shoring program to protect adjacent buildings shall be provided. 17. Plans submitted on or after January 1,2008 must comply with new international codes. ENGINEERING DEPARTMENT CONDITIONS Site Plan and Fees 18. The following fees shall be required based on the final building plans submitted: a) Sewer Connection and Capacity Fees b) Development Impact Fees c) Traffic Signal Fees 19. Additional deposits and fees in accordance with the City Subdivision Manual shall be required for the submittal of the following items: a) Grading Plans b) Construction Permit ?;-J-'1 20. Existing and proposed sanitary sewer lines shall be shown on building plans, and shall indicate how the site will connect to the City's public sewage system. No sewer lines shall be allowed to be located under existing or proposed buildings. 21. Project is required to dedicate an additional 5' wide sewer & access easement along the westerly edge of the existing easement for a total of 15 foot wide as required per the City ofChula Vista's Subdivision Manual. 22. An encroachment permit is required for all private surface improvements within the 15- foot sewer easement prior to any building permit approval for the Project. No permanent structures or equipment are allowed within the sewer easement. Public Imnrovements 23. The Engineering Department shall require the applicant to obtain a construction permit to perform any work in the City's right-of-way, which may include, but is not limited to: a) Construction of street widening, curb, gutter, and sidewalk along the entire project frontage. Transitions to existing improvements shall occur beyond the project frontage and shall be approved by the City Engineer. b) Construction of driveways meeting design standards as shown in Chula Vista standard detail CVCS-lA. c) Installation of pedestrian ramps, if needed. d) Sewer, storm drain and other utility connecting to public systems. e) All utilities serving the proposed shall be underground. 24. Approved improvement plans and construction permit is required prior to Engineering releasing any Building Permits for the project. 25. Landscaping or signage shall not interfere with sight lines for cars exiting the driveway from Third Avenue. 26. The driveway shall be a "right in/right out" only. The median is striped as double-double yellow painted island. 27. Any improvements in the right-of-way beyond the project limits shall be made as to not interfere with adjacent businesses as approved by the City Engineer. Gradinl! and Drainal!e 28. Grading plans, in conformance with the City's Subdivision Manual, and a grading permit shall be required prior to issuance of any building permits. The grading plans shall be submitted to the Engineering Department. 29. The grading plan shall be prepared by a registered civil engineer and approved by the City Engineer. 3-J6' 30. A drainage study and geotechnical/soils study are required with the first submittal of grading plans. The drainage study shall calculate the predeveloped and postdeveloped flows and show how downstream properties and storm drain facilities are impacted. Design should incorporate detention of storm water runoff if required. 31. The grading plans shall conform to the City Storm Water Management requirements. 32. All onsite drainage facilities shall be private. 33. Any offsite work shall require letters of permission from the affected property owner. 34. All retaining walls shall be noted on the grading plans and include a detailed wall profile. 35. Structural wall calculations are required if walls are not built per City Standards and if fences are to be placed on top of retaining walls. 36. Retaining walls that will be part of a building wall must be approved as part of the building permit for the project. Mavvinl!: 37. Dedicate a total of six feet of right-of-way along Third Avenue to meet Class I Collector design standard CVD-ST21. 38. A lot line consolidation or adjustment plat may be required in order to avoid existing parcel lines beneath proposed structures. Storm Water Manal!:ement 39. The applicant is required to complete the applicable Storm Water Compliance Forms and comply with the City of Chula Vista's Storm Water Management Standards Requirements Manual. These forms shall be submitted with the grading plans. All projects falling under the Priority Development Project Categories are required to comply with the Standard Urban Storm Water Mitigation Plans (SUSMP) and Numeric Sizing Criteria. Based on the Completion of the Storm Water Compliance Forms, the project may be required to submit a SWPPP and Water Quality Technical Report (WQTR) with the submittal of the grading plans. The following items shall be incorporated in the grading plans and related reports: a) Grading Plans: The applicant is required to implement Best Management Practices (BMPs) to prevent pollution of the storm water conveyance systems, both during and after construction. Permanent storm water requirements shall be incorporated into the project design, and shall be shown on the grading plans. Any construction and nonstructural BMPs requirements that cannot be shown graphically must be either noted or stapled on the plans. b) SWPPP and WQTR: Development of the project shall comply with all applicable regulations, established by the United States Environmental Protection Agency 3- d-- le (USEPA) as set forth in National Pollutant Discharge Elimination System (NPDES) permit requirements for urban runoff and storm water discharge, and any regulations adopted by the City of Chula Vista pursuant to the NPDES regulations and requirements. Further, the applicant shall file a Notice of Intent (N0l) with the State Water Resource Control Board to obtain coverage under the NPDES General Permit for Storm Water Discharges Associated with Construction Activity and shall implement a Storm Water Pollution Prevention Plan (SWPPP) concurrent with the commencement of grading activities. The SWPPP shall include both construction post-construction pollution prevention and pollution control measures, and shall identifY funding mechanisms for the maintenance of post-construction control measures. c) WQTR: The applicant is required to identifY storm water pollutants that are potentially generated at the facility, and propose Best Management Practices (BMPs) that will be implemented to prevent such pollutants from entering the storm drainage systems. The WQTR will be required to demonstrate compliance with requirements of the National Pollutant Discharge Elimination System (NPDES) Construction and Municipal Permits, including Standard Urban Storm Water Mitigation Plans (SUSMP) and Numeric Sizing Criteria requirements, with the first submittal of grading/improvement plans, in accordance with the City's Manual. FIRE DEPARTMENT CONDITIONS 40. Applicant shall comply with all conditions of the Fire Department prior to the issuance of building permits. GENERAL SERVICES DEPARTMENT CONDITIONS 41. The applicant shall develop and submit a Recycling and Solid Waste Management Plan to the Environmental Services Program Manager for review and approval prior to the issuance of building permits. The Plan shall demonstrate those steps the Applicant will take to comply with Municipal Code, including but not limited to Sections 8.24, 8.25 and 1 9.58.340 and meet the State mandate to reduce or divert at least 50% of the waste generated by all residential, commercial and industrial developments (including demolition and construction phases). OTHER CONDITIONS 42. Applicant shall comply with the conditions and requirements of the Chula Vista Elementary School District prior to issuance of building permits. 43. Applicant shall comply with the conditions and requirements of the Sweetwater Authority prior to the issuance of building permits. b- J, '1 . .. CVRC Board Staff Report - Page 1 Item No. 4 CORPORATION CHI~~L,\ VISTA DATE: October 25, 2007 TO: CVRC Board Directors FROM: David R. Garcia, Chief Executive Officer Ann Hix, Acting Community Development Director ~ 'J., V Mary ladiana, Planning Manager, Planning and Building Department//{/ r- VIA: SUBJECT: Bayvista Walk Mixed-Use (Commercial/Residential) Project SUMMARY: Action Recommend that the City Council of the City of Chula Vista adopt Mitigated Negative Declaration (15-05-012); approve the Rezone (PCZ- 07-01) of a 4.89 acre site from the CT-P (Commercial Thoroughfare with Precise Plan) to CC-P (Central Commercial with Precise Plan) zone and certain Precise Plan Modifying Standard; approve Conditional Use Permit (SUPS-07-01); approve Design Review Permit (DRC-05-39); and Approve Tentative Map (PCS-07-01) Developer / Olson Urban Housing, LLC Applicant Project Summary location 765-795 Palomar Street Site Site - Vacant; North - residential and commercial; East - Palomar Trolley Station; South - Trailer park, multi- family and single- family residential units; West - Hotel & Trailer park UCSP N/A Project Area Merged Chula Vista Redevelopment Project product Type Mixed-Use (Residential 154 Multi-family units/Commercial 5-10,000 sq. ft.) Est. Annual T.I. $600,000 RAC May 3 and August 2,2007 CVRC Prel. Rvw. August 9, 2007 Function Project Elements Rules & Regulations CVRC Functions Redevelopment ENA DDNOPA Cal. Redev. Law CVMC ,/ p\~\ Staff Report - Item No. -L October 25, 2007 Page 2 Planning GPA CUP v' General Plan v' Rezone v' Precise Plan v' Zonin Code v' UCSP Design Review DRC v' UCDP Design Manual v' Landscape v' Manual UCSP Environmental Initial Stud CEQA Guidelines EIR BACKGROUND Olson Urban Housing, LLC (Applicant) has submitted applications requesting a zone change, precise plan, conditional use permit, design review, and a tentative map for development of a mixed-use project on a 4.89-acre site located at 765-795 Palomar, between Industrial Boulevard and Frontage Road in Southwest Chula Yista (see Attachments 1 and 2). The site has been vacant for several years and was used as a temporary site for the sale of pumpki ns and Christmas trees. The site plan proposes the construction of a mixed-use project consisting of 154 residential units and 5,000 to 10,000 square feet of commercial space to be built in two phases. The first phase represents the development of the 4-acre portion (Lot 1) of the site to be developed with 104 residential units. The second phase located on the eastern-most portion of the site (Lot 2) with an approximate area of 0.89 acres, is proposed to be developed with the mixed-use residential/commercial element that would satisfy the affordable housing obligation, pursuant to the Housing Element Balanced Communities ("Inclusionary Housing") Policy. This phase of the project includes a podium building structure with 5,000 to 1 0,000 square feet of commercial space on the first floor, 50 residential units on the upper floors, and associated parking spaces on the first floor and one subterranean level. The Bayvista Walk project requires a rezone of the site to provide an implementing zone for the 2005 General Plan. State law (Government Code 65854-65861) and Chula Yista Municipal Code, beginning at Section 19.12.030, establishes the process for adopting zone changes of property and requires that the Planning Commission hold a public hearing on proposed rezoning actions and provide a written recommendation to the City Council. In addition, Chula Yista Municipal Code (CYMC) Section 2.55.050 provides that the Chula Yista Redevelopment Corporation (CYRC) assume the legislative functions of the Planning Commission, such as rezoning, for projects located within the City's redevelopment areas. CYMC 2.55.050 also provides that the CYRC assume review authority for the administrative and quasi-judicial functions of the Planning Commission, such as conditional use permits, design review permits, and tentative maps, for projects P(-~ Staff Report - Item No. ~ October 25, 2007 Page 3 located within redevelopment areas. The CVRC recommendation, as well as the Planning Commission's recommendation, is then forwarded to the City Council for final consideration and approval. History & Public Outreach Since receiving the first Bayvista Walk project application, in February 2005, the project has been undergoing extensive analysis, public review and redesign, as follows. . February 8, 2005 - Olson submits a project application to the City to develop 104 residential units with 5,000 square feet of local serving retail. . October 6, 2005 - Olson and the City hold a neighborhood meeting to present the project proposal. Notices were sent to all property owners within a 500 foot radius of the project. . January 2006 - Olson redesigns project to comply with newly adopted 2005 General Plan. The new project proposal includes 154 units and 8,244 square feet of commercial space. . January 9, 2006 - Olson presents their project, as a preliminary review, to the Design Review Committee (ORC). . January 2006 - Olson works with a ORC sub-committee on the layout and architecture of the proposed project. . September 28, 2006 -Olson and City hold a neighborhood meeting at Harborside Elementary School meeting to present the revised project proposal. Notices were sent to all property owners within a 500 foot radius of the project. . October 2, 2006 - Olson presents project, after working with ORC subcommittee, to entire ORC for preliminary review. . May 3, 2007 - Olson presents project to the Redevelopment Advisory Committee (RAC) for first review. Notices were sent to all property owners within a 500 foot radius of the project, as well as an extensive list of community groups (including the SWCVCA). The RAC provided extensive design comments, including providing more of an urban gateway design and increasing on-site open space. No members of the public provided comment to the RAe. . July 25, 2007 - Olson presents project to the Southwest Civic Association for public questions and comments. . August 2, 2007 - Olson presents revised project to the second RAC review for a recommendation. The RAC is supportive of the design changes made by the developer in response to RAC 1 comments, and recommends by a 5-0-2 vote that the CVRC approve the project. Notices were sent to all property owners within a 500 foot radius of the project, as well as an extensive list of community groups (including the SWCVCA). Three members of the public provided comments to the RAe on the project. ~-j Staff Report - Item No. 4 - October 25,2007 Page 4 . August 9, 2007 - Olson presents project to the Chula Vista Redevelopment Corporation (CVRC) for preliminary comments on design review. The CVRC Board is generally supportive but does have some additional design-related comments. The CVRC agenda is sent out to an extensive list of community groups and individuals. No members of the public spoke (or even attended) regarding the Bayvista project. . July 26 - August 27, 2007 - Mitigated Negative Declaration released for 3O-day public review period. Received comment letters from two parties. As shown above, over the last 2 1/2 years, the project has been presented at nine (9) public meetings to receive community and design input. REDEVELOPMENT FISCAL IMPACT The project, when complete and sold, will have an estimated value of approximately $60 million, which translates to approximately $600,000 in annual gross tax increment. California Redevelopment law requires a Redevelopment Agency to direct a minimum of 20 percent of all gross tax increment revenues generated within its Project Areas to a separate fund to be used exclusively for the preservation, improvement and expansion of the low and moderate income housing supply within the community. The remaining net tax increment is divided as "pass through" revenues to the County of San Diego, Sweetwater Union High School District, the Chula Vista Elementary School and Southwestern College, as determined in the Southwest Tax Increment Sharing Agreement. All remaining general tax increment revenue is available for Chula Vista redevelopment activities and public infrastructure improvements. A complete detail of the approximate annual tax increment revenues is provided below. Southwest Project Area roximate Annual Tax Increment County of San Diego Sweetwater Union High School District Southwestern Community College SD County Office of Education Chula Vista Elementary School CV Redevelopment & Infrastructure 18.000% 7.180% 1.932% 1.013% 10.980% 60.895% $86,400.00 $34,464.00 $9,273.60 $4,862.40 $52,704.00 $292,296.00 4- '\ Staff Report - Item No. 4 October 25,2007 Page 5 RECOMMENDATIONS Boards/Commissions Recommendations The project site lies entirely within a designated redevelopment area and is therefore subject to review by the Redevelopment Advisory Committee and subsequent recommendation by the Chula Vista Redevelopment Corporation. The project was presented to the RAC for initial review, comment and public input on May 3, 2007, and a revised project incorporating many of the RAClpublic comments was submitted for subsequent review on August 2, 2007. At that time, the RAC recommended (5-0-2 vote) that the revised project be forwarded to the CVRC for consideration and approval, with further consideration of staff's recommendations regarding modifications to useable open space. Attachment 4 includes the August 2,d RAC staff report addressing these modifications, as well as a draft summary of the comments received from members of the public and the RAe. The Planning Commission reviewed the proposed rezone and precise plan application on October 24, 2007. A verbal summary of the Planning Commission's action will be provided. Staff Recommendation Staff recommends that the Chula Vista Redevelopment Corporation adopt a resolution recommending that the City Council: 1) Adopt Mitigated Negative Declaration (15-05-012); 2) Approve a Zone Change (PCZ-07-01) of the 4.89 acre site from CT-P (Commercial Thoroughfare Precise Plan) to CC-P (Central Commercial Precise Plan) zone and establishing Precise Plan Modifying Standards which include site specific standards for the front and side yard setback and open space; 3) Grant Conditional Use Permit (SUPS-07-01); 4) Approve Design Review (DRC-05-39); and 5) Approve Tentative Subdivision Map (PCS-07-01). ENVIRONMENTAL DETERMINATION The proposed project was reviewed for compliance with the California Environmental Quality Act (CEQA) and an Initial Study, 15-05-012, was prepared in accordance with CEQA. Based upon results of the Initial Study, it was determined that the project could result in effects on the environment. However, revisions to the project made by, or agreed to, by the applicant would avoid the effects, or mitigate the effects to a point where clearly L\~ Staff Report - Item No. 4 October 25,2007 Page 6 no significant effects would occur. Therefore, Mitigated Negative Declaration 15-05-012 was prepared for the project (Attachment 3). DISCUSSION 1. Site Location and Surrounding Uses The subject property is located on the south side of Palomar Street between Frontage Road and Industrial Boulevard. The site is located within the area designated by the 2005 General Plan as the "Palomar Gateway District" with a land use designation of Transit Focus Area (TFA). It is located close to the Interstate 5 (1-5) ramps and next to the Palomar Trolley Station, one of the busiest entrances to the City and next to one of its most active commercial enclaves. Existing uses, General Plan and Zoning designations of adjacent properties to the subject site are as follows: Existinl! Uses General Plan Designation Existinl! Zoninl! Site Vacant Mixed Use - Transit Commercial Focus Area Thoroughfare North Residential and commercial Mixed Use - Transit R-3 (Multi-Family uses Focus Area Residential) East Palomar Trolley Station Mixed Use -Transit Focus 5-94 Area South Trailer park, multi-family and High Density Residential R-2 P (one and two single-familv residential units Family Residential) West Hotel & Trailer park Mixed Use -Transit Focus C-T (Commercial Area Thoroughfare) The City recently received a SANDAG Transit Oriented Design (TOO) grant to provide $2.1 million for street and pedestrian improvements along Palomar Street, Industrial Boulevard and at the Palomar trolley station. The improvements will include traffic calming features, landscaping, and streetscape amenities to augment the TFA General Plan goals. 2. Project Description The mixed-use project is proposed to be developed in two phases. The first phase represents the development of the 4-acre portion (Lot 1) of the site to be developed with the 104-unit residential project. The project consists of two and three-bedroom units that range from 1,150 to 1,550 square feet in area. Some of the units also have a den. Each of the residential units contains a two-car garage; most of these garages (76) are proposed as tandem parking (10 ft. wide x 40 ft. long) and will accommodate two cars. The remaining 28 units would have standard two-car garages. The project also provides 27 visitor parallel parking spaces (not required by development standards) located along the southern property line. 4--~ Staff Report - Item No. ~ October 25, 2007 Page 7 In addition, the project provides approximately 35,730 square feet of private and common open space. Private open space (approximately 13,560 sq. ft.) is represented by private decks, and balconies, while common open space (approximately 22,170 sq. ft.) is in the form of courtyards and paseos that provide useable open space and pedestrian connections from the site to Palomar Street Trolley Station, as well as access to the south, where a future neighborhood park is envisioned by the 2005 General Plan. Access to the site is from driveway entrances on Frontage Road and Industrial Boulevard, which connect to a private driveway aisle that extends along the southern property line in an east-west direction. This driveway also provides street access for Phase 2 of the project. There is no direct access into the site from Palomar Street. The second phase, located on the eastern-most portion of the site (Lot 2), with an approximate area of 0.89 acres, is proposed to be developed with the mixed-use residentiallcommercial element. This phase of the project would include the construction of a podium building structure with 5,000 t010,000 square feet of commercial space on the first floor, 50 residential units on the upper floors, and associated parking spaces on the first floor and subterranean level. Overall, the mixed-use project consists of 154 townhome units, up to 228 on-site parking spaces on Lot 1, and approximately 35,730 square feet of usable open space (see Attachment Sa, Site Plan). The residential buildings in Phase 1 contain a density of 26 du/ac. The proposed density for Phase 2 would be 56.2 du/ac. Total proposed density for the combined project is 32 du/ac. Overall, the site density is within the range of the General Plan mixed- use designation and maximum permitted density for mixed-use projects under the proposed Central Commercial zone (32 du/ac). At this point, Phase 2 of the project is designed on a very conceptual basis because this phase will not be built by Olson. As a condition of project approval, and as an in-lieu fulfillment of their affordable housing obligation, Olson Urban Housing will convey the 0.89-acre Phase 2 site at no cost to the City of Chula Vista Redevelopment Agency. The Redevelopment Agency in turn will solicit development proposals from other private developers and is conditioned through the Conditional Use Permit to comply with various design parameters and City regulations, including but not limited to: . Mixed-use development at General Plan level densities to reach a minimum of 32 du/ac for the combined project (Phase 1 & 2); . Significant architectural elements that continue to emphasize this site as a "Gateway" to Southwest Chula Vista; . Mixed-use component to meet all development standards and processes; A-1 Staff Report - Item No. 4 October 25, 2007 Page 8 . Neighborhood serving commercial component to be conveniently located in relation to the transit station and storefronts that promote pedestrian activity along Palomar Street and Industrial Boulevard; . Internal connection to Phase 1; . Continuous pedestrian access to transit; and . Integrated design elements with Phase 1; and . Design review by the Redevelopment Advisory Committee and Chula Vista Redevelopment Corporation. In addition, the Agency will insure the affordable housing obligation of the project is met at the time Phase 2 is constructed. This can be accomplished either through inclusion of 16 affordable units in the podium building in Phase 2, or at an alternative site within the redevelopment project area, as long as the alternative location provides the same or greater public benefit and construction is concurrent with that of Phase 2. Enforcement of this condition is the responsibility of the Redevelopment Agency. A concept building design and layout for Phase 2 has been provided for illustrative purposes (Attachment Sa and 5b), to convey the locational importance of this site as a gateway and the future detailed design expectations. Final development plans for Phase 2 will be prepared and taken through the City's standard review process when a developer is on board. 3. land Use and Zoning The items being presented for CVRC consideration and recommendation to the City Council are: . Rezone (PCZ-07-01) of the 4.89-acre site from the current CT-P (Commercial Thoroughfare with Precise Plan) to CC-P (Central Commercial with Precise Plan) and the Precise Plan Modifying Standards; . Conditional use permit (pursuant to 19.36.030 and 19.58.205) to allow the proposed mixed-use (commercial/residential) development within the CC-P Zone; . Design review permit (DRC-05-039); and . Tentative subdivision map for lot consolidation (PCS-07-01) Pursuant to CVMC Section 2.55.050, the Chula Vista Redevelopment Corporation will review these required entitlements and provide a recommendation, along with the Planning Commission's recommendation on the rezone and Precise Plan, to the City Council for final consideration and approval. As indicated in the previous table, the General Plan land use designation for the subject site is Mixed Use -Transit Focus Area and the zoning designation is CT-P. The General Plan 4---1' Staff Report - Item No. 4 October 25,2007 Page 9 contains a vision and a set of policies for the area, which envision the Palomar Gateway District providing higher density mixed-use development near the trolley station, with less dense residential development to the west and south of the station. The project has been evaluated and complies with the relevant goals and policies of 2005 General Plan. The regulatory tools to implement the General Plan include the proposed rezone to Central Commercial (CC) and associated Precise Plan. The CC zone is the only existing zoning district currently available that allows mixed use development. In addition, the site currently has a Precise Plan ("P) Modifying District designation which permits a precise plan to be developed. The Precise Plan allows more urban development standards necessary to implement the 2005 General Plan. The proposed Precise Plan Modifying Standards include the reduction of the front building setback from the required 5 feet to a range of 0.5 to 6 feet from the property line, exterior side yard from 25 feet to 15-50 feet, and the reduction in the usable open space square footage from the required 46,720 square feet to 35,730 square feet, as discussed in more detail below. 4. Development Standards The mixed-use development has been evaluated using the Central Commercial (CC) zone development standards, which allow mixed-use projects through the issuance of a conditional use permit. Chula Yista Municipal Code 19.58.205 requires mixed-use developments to comply with the R-3 standards for residential density (CYMC 19.28.070) and open space (CYMC 19.28.90) as further described below. The project also involves a request for modifications to certain development standards through a precise plan. Specifically, the applicant is requesting (1) a reduction in the open space requirements, and (2) a reduction in the required front yard and a portion of the exterior side yard setback to facilitate the development of this project. Additionally, although the project meets City parking standards in terms of the number of garage parking spaces provided (two per unit), the majority of the garages (76) provide tandem parking (one space behind the other) instead of side by side parking. This requires specific approval by the CYRC, and will be further discussed in the Analysis section of this report. Below is a table with information on the project and the required development standards, as well as the proposed standards of the project. Assessor's Parcel Number: 622-02M5, 51, 65, and 68 Current Zoning CT-P - Commercial Thoroughfare Zone Proposed Zoning CC-P - Central Commercial Zone General Plan Mixed-UsefTFA - Transit Focus Area Building Coverage (Phase 1) 1.69 acres (42% of site) Lot Area (Phase 1) 4.0 acres 4,..\ Staff Report - Item No. ~ October 25, 2007 Page 10 Phase 1: Setbacks (per CC zone or building line map): Front Yard: 5 feet Exterior Side Yard: 25 feet Rear Yard: 1 5 feet Interior Side Yard: 0 feet 0.5-6 feet 1 5 - 50 feet 44 feet 17 feet Phase 2 Palomar Street and Industrial Blvd: 5 feet (per building line map) To be determined Phase 1: Parking (per CVMC 19.62.050) Residential (21du) 208 spaces Guest 0 spaces Total 208 spaces 208 spaces 27 spaces (7 spaces on Lot 2) 235 spaces Phase 2 Building Height (per CC zone) No height restrictions To be determined Phase 1: Buildings: 40 - 42 feet Tower elements: 52 feet Residential Density per R-3 zone Phase 1: 26 units per acre 32 units per acre Phase 2: 56.2 units per acre Total overall density: 32 units er acre Phase 1: Open Space Requirements (per R-3 zone) 46,720 square feet 35,730 square feet Phase 2 To be determined As the information on the table above shows, most of the development standards are met by the proposed development of Phase 1, except the front building setback along Palomar Street and a portion of the exterior side yard (varies) along Frontage Road, and the required amount of usable open space. 1-\'tl Staff Report - Item No. -L October 25, 2007 Page 11 Building Setback: The building line map establishes building setbacks for many areas of the City and, where it applies, it supercedes that development standard of the CC zone. For the project boundaries, the building line map establishes setbacks for Palomar Street and Industrial Boulevard only. Along both Palomar Street and Industrial Boulevard the building setback is 5 feet. The setback for the buildings along Palomar Street are proposed to be 0.5 to 6 feet in order to provide wider sidewalks (minimum 6.5 feet) and create a more urban interface of the building with the sidewalk and street. This design promotes pedestrian activity and enhanced access to the trolley station. Along Frontage Road, the exterior side yard setback of the CC zone is 25 feet. The project's exterior side yard setback is proposed to vary from 15 feet to 50 feet. Additional discussion is provided in the Precise Plan section of this report. Open Space: Residential projects are required to provide on-site open space for residents to enjoy. The Chula Vista Municipal Code Section 19.28.090 requires the provision of 400 square feet of usable open space for one and two-bedroom units, and 480 square feet for units with 3 or more bedrooms. The open space may be provided in the form of common usable open space areas, private patios, balconies, or common recreational facilities. In accordance with the standards set forth by Section 19.28.090 and the proposed unit mix (40 one and two- bedroom and 64 three-bedroom), the total usable open space requirement for the project would be 46,720 square feet. The project's proposed usable open space is 35,730 square feet. This represents a difference of 10,990 square feet of useable open space. The proposed open space includes common exterior open space, paseos, decks and balconies. 5. Analysis The project has been evaluated in accordance with the goals and objectives of the Chula Vista 2005 General Plan (see Attachment 6), the Zoning Ordinance and the Amended and Restated Redevelopment Plan (2004). It is noted that the 2004 Redevelopment Plan refers to the General Plan and Zoning Ordinance for land use guidance. Rezone: As indicated previously, the proposed project site is currently zoned CT-P, which is a commercial zone that does not allow residential development. With the recent update of the General Plan, the Montgomery Specific Plan was repealed and replaced with a new vision for this area of the southwestern portion of the City. The General Plan Land Use and Transportation (LUn Policy 43.4 and 43.5 for this area state that development projects: A/'\ \ Staff Report - Item No.-L October 25, 2007 Page 12 'Provide a mix of uses with a focus on retail and some office uses along Palomar Street in the Mixed Use Transit Focus Area, with residential uses above and/or behind the retail and offices uses.' and; 'Provide a mix of local-serving retail and office uses near the Palomar Trolley Station and at the Gateways into the Palomar Gateway District.' The CT-P zone does not allow the construction of mixed-use (commercial/residential) projects, and is thus inconsistent with and does not implement the current General Plan vision and policies. In order implement the General Plan, the CT-P zoning must be changed to the CC-P zone, which allows mixed-use projects through the issuance of a conditional use permit. For this area of the City, this is the only zoning tool currently available to implement the 2005 General Plan mixed-use designation. The proposed CC zone will contribute to the public convenience and general welfare by further assisting in the implementation of the General Plan. In relation to residential density within the area, LUT Policy 43.6 of the General Plan states: 'In the Palomar Gateway District, residential densities within the Mixed Use Transit Focus Area designation are intended to have a district-wide gross density of 40 dwelling units per acre.' The overall project proposes 154 units on 4.89 acres, which results in a density of 32 dwelling units per acre. This density is consistent with the City's General Plan policy for the site and represents the maximum density permitted by the proposed CC zone. While this is less than the goal of 40 du/ac for the entire Palomar Gateway District, it is equally important to provide a mix of densities throughout the District, with higher densities adjacent to the trolley station as proposed on Lot 2 (56 du/ac) and lower densities to the west and south of the subject site (26 du/ac). It is anticipated that more dense projects will be developed in the future that will bring the average density up to meet the goal for the overall District. The proposed residential density would provide an urban, pedestrian-oriented project design that would complement the Palomar Trolley Station and be compatible with the surrounding land uses. The General Plan provides further guidance on design and landscaping for the Palomar Gateway through LUT Policy 43.11 and 43.12, stating: '..the improvement of Palomar Street as a gateway to the City.' 'Provide for safe, effective, and aesthetic pedestrian crossings and improvements to Palomar Street and Industrial Boulevard.' 4-- \ L- Staff Report - Item No. 4 October 25, 2007 Page 13 The SANDAG Transit Oriented Development grant project would provide 5 feet of landscaping along Palomar, with Cypress trees to create a long stately row on each side of the street, and walkways lined with Myrtle hedges to create a comfortable separation zone from busy traffic for pedestrians. The pedestrian walkways will be 5 feet of sidewalk provided through the TOO grant with an additional 1.5 feet provided by the Bayvista Walk to provide a total width of 6.5 feet of walkway, and a total parkway width (landscaping + walkway) of 11.5 feet. Bayvista Walk will further compliment the gateway grant project by incorporating plant species proposed for the Palomar Street median into the project site, provide urban architecture and a pedestrian oriented development, and dedicate an easement to the City at the northwest corner of the project site for an entry monument. In addition, the podium building will provide opportunity to incorporate a neighborhood serving commercial component adjacent to the trolley station. These features will all contribute to a cohesive gateway entrance to the Palomar Gateway District. Overall, staff's review of the project and for the reasons stated herein, this project sets a positive precedent for implementation of the new General Plan goals and objectives and for the revital ization of the neighborhood. CVMC 19.80 "Controlled Residential Development Ordinance" (aka Cummings Initiative): In the late 1980's, a citizen initiative referred to as the "Cumming's Initiative" was passed by a majority vote of the electorate and was incorporated as Chula Vista Municipal Code (CVMC) Section 19.80 (Ord.2309 Initiative 1988). The Ordinance contains provisions that limit the rezoning of a property. Section 19.80.070 (D) states that: "Rezoning commercial or industrial property to a residential zone shall be permitted only to the maximum residential density corresponding to the potential traffic generation that was applicable prior to the rezoning to residential. " It should be noted that the proposed rezone is from commercial to commercial (CT-P to CC- Pl. Nonetheless, since the CC-P zone allows residential development at an R-3 density, the following analysis, as set forth in Section 19.80.070(0), provides a formula for comparing the potential development under the CT-P zone and the proposed development. For the proposed rezone, the comparison would be between the existing potential traffic generation associated with the development under the existing CT-P zone and the corresponding maximum residential density that could be permitted. Based on standard traffic generation rates (SANDAG 2002 "Not So Brief Guide of Vehicular Traffic Generation Rates for The San Diego Region"), commercial and office uses generate significantly greater traffic than residential uses. For example, the existing 4.89 acre site (213,008 square feet) zoned CT-P would have the potential to develop up to a 319,512 square foot building. This b1-t~ Staff Report - Item No. ~ October 25, 2007 Page 14 is based on the CT-P zone's existing development standards which allow 50% lot coverage (50% x 213,008 sq. ft. site = 106,504 sq. ft.) and up to a three story height limit (3 stories x 106,504 sq. ft. per floor). Using SANDAG's standard traffic generation rates for commercial uses (40 trips 11,000 square feet), a total of 12,780 trips would be generated from a potential commercial building of that size. Based on the criteria in Section 19.80.070 (D) above, the maximum residential density could not be more than the potential traffic generated by the commercial use (i.e. 12,780 trips). This equates to up to 2,130 multi-family units (12,780 trips divided by 6 trips per multifamily dwelling unit) on the 4.89 acre site, which would be 435 du/ac. Pursuant to the November 2005 HTraffic Impact StudyH prepared by Katz, Okitsu & Associates (KOA) this project has potential to generate 1,944 trips with the combined residential and commercial components. Because commercial and office uses generate significantly greater traffic than residential uses, a zone change from commercial to a multi-family residential category could never result in residential traffic generation greater than the corresponding potential traffic generation from a commercial development. Therefore, as illustrated above, zone changes from commercial to a commercial zone that allows residential development would not conflict with Section 19.80.070 (D) of the ordinance. The project will be required to contribute its fair share towards the improvement of public services and facilities through payment of the City's Development Impact Fees and other conditions of approval. These include existing City Public Facilities Development Impact Fees (PFDIF), park acquisition and development (PAD) fees, sewer, traffic signal fees, as well as a future Western Transportation Development Impact Fee (WTDIF). Parking: As indicated above, the Zoning Ordinance parking standards are met by the proposed project in terms of the number of garage parking spaces provided. Each residential unit has a two-car garage. The majority of the garages provide tandem parking (one space behind the other) instead of side by side parking. Of the 104 residential units, 76 have garages with tandem parking. Each of the spaces, standard or tandem, would be assigned to an individual unit and contained within an enclosed garage for the unit. CVMC 19.62.020 (E) indicates that tandem parking shall not qualify as required parking unless specifically approved by the Planning Commission. This review and approval authority has been delegated to the Chula Vista Redevelopment Corporation pursuant to CVMC 2.55.050. Staff recommends that the CVRC consider the proposed tandem parking as part of the required parking. Staff believes that in this particular case tandem parking within a 10ft x 40 ft. garage serves the same purpose as side by side parking. A garage of 400 square feet of space can still accommodate two vehicles and the two spaces would be available to the residents of the assigned unit. Staff also believes that this parking situation takes on a lesser ~-\~ Staff Report - Item No. -L October 25, 2007 Page 15 importance because the proposed project is so close to the trolley station and allows for a more compact development at the densities envisioned by the General Plan. The proximity to the trolley station offers residents an important public transit alternative to the private automobile. Precise Plan Standards: The purpose of the Precise Plan modifying district ("P" modifier) is to allow diversification in the spatial relationship of land uses, density, buildings, structures, landscaping and open spaces, as well as design review of architecture and signs through the adoption of specific conditions of approval for development of property in the City. Within the boundaries of the P district, the location, height, size and setbacks of buildings or structures, open spaces, signs and densities indicated on the precise plan must take precedence over the otherwise appl icable regulations of the underlying zone. Pursuant to CVMC 19.56.041, the "P" modifying district may be applied to areas within the City when one or more circumstances are evident, including: "The subject property, or the neighborhood or area in which the property is located, is unique by virtue of topography, geological characteristics, access, configuration, traffic circulation or some social or historic situation requiring special handling of the development on a precise plan basis." The project site already has the "P" modifying district established on it (i.e. CT-P zone). However, since no actual criteria for implementation of the precise plan were previously developed at the time of establishment of the "P" modifier on the 4.89-acre site, such standards are now being requested in order to implement a precise plan. The applicant has requested that the Precise Plan and Modifying Standards be applied to the project site to allow reduction of the front building setback and usable open space. While the proposed precise plan standards would deviate from the adopted Zoning Ordinance, the site design would be compatible with surrounding land uses as described below. Modified Standard for Building Setbacks The subject property is unique by virtue of its location within the General Plan's Mixed-use Transit Focus Area and next to the Palomar Trolley Station. The General Plan calls for compact and high density developments with an urban and pedestrian orientation. The Palomar Trolley Station offers a unique opportunity for the development of a truly pedestrian- oriented development, which allows residents of the proposed development to walk to and use the Trolley Station instead of depending on the private automobile for transportation. Thus, the building should have an urban and pedestrian-oriented character. ~ ,6" Staff Report - Item No. ~ October 25, 2007 Page 16 As indicated previously, the required building setback on the building line map is 5 feet from the property line. The proposed building structures fronting on Palomar Street have a setback of 0.5 to 6 feet from the property line. The building setback along Palomar Street is intentionally reduced to create a more urban edge or interface of the proposed building and the sidewalk and Palomar Street. While the proposed setback would deviate from the Zoning Ordinance, the reduction in the setback would afford the project a more urban and pedestrian-oriented character by being closer to the sidewalk, as compared with a suburban type of development with larger front setbacks. There are 32 units fronting along Palomar Street designed with six-foot deep patios adjacent to the proposed 6.5 foot wide sidewalk. This is designed to encourage pedestrian activity and provide direct access to the Trolley Station. Furthermore it activates the street, which is a common design element found in urban locations. Placing the front buildings closer to the sidewalk allows for a better balance between open space and buildings on the lot. Larger open space areas as well as pedestrian corridors can be provided between building structures while, at the same time, maintaining the desired density of the project. Along Frontage Road, the exterior side yard setback of the CC zone is 25 feet. The project's exterior side yard setback is proposed to vary from 15 feet to 50 feet. A reduced side yard setback is only proposed at the corner of Palomar Street and Frontage Road and then widens up to 50 feet south along Frontage Road. The modified standard at the corner allows the building to be more prominent at this entryway and makes more of a gateway statement than would otherwise be possible using the more suburban standard of 25 feet. Due to the orientation of existing development on adjacent properties, no negative impact is anticipated as a result of the proposed setback modifications. Modified Standard for Open Space As indicated previously, the Chula Vista Municipal Code section 19.28.090 requires a total of 46,720 square feet of usable open space based on the project's proposed unit mix.. The project's proposed open space is 35,730 square feet, which represents a difference of 10,990 square feet (24% reduction) of useable open space. The open space provided by the proposed project consists of one large common area (5,800 square feet) in the northern section of the property, next to Palomar Street, that contains a variety of elements including a tot lot, grassy area, barbeque pits and several arbors, and is protected by a decorative wall along Palomar Street. Another common area (4,380 sq. ft.) is located along Frontage Road and is made up of both grass and landscaped areas, which serve for passive recreation. A third major common area is represented by a paseo that extends along the center of the site, between the interior building structures, in a north-south direction. This area offers a major pedestrian connection between the southern driveway, the Li- \ ~ Staff Report - Item No. -L October 25,2007 Page 17 large common area and Palomar Street. Another open space element that is part of the proposed project is represented by decks and balconies at each of the residential unit. Staff has been working with the applicant on a variety of ways to enhance the proposed open space areas in order to make it more useable for the residents and reduce the open space deficit to the maximum extent possible. Following is a list of enhancements that have been incorporated into the plans and others that have been recommended by staff, as well as the RAC: . Design elements and features, such as benches and raised f10werbeds with seating areas, to be part of the common areas located on Frontage Road and Palomar Street to increase the usability of these open space areas. . Paseos that run along the interior buildings and which provide appropriate useable open space as well as serve as pedestrian connections to Palomar Street and the Trolley Station . Decks and balconies in each of the residential units that count toward the open space requirements. . Staff has discussed with and requested that the Applicant add rooftop patios with sitting areas and urban landscape elements to some of the units to serve as a recreation space. The addition of rooftop patios is an important element because it contributes to reduce the open space deficit and also takes advantage of the San Diego Bay views from the top of the building structures, giving credence to the name of the project. All of these improvements would maintain the desired density of the project, while increasing the amount of high quality usable open space by incorporating urban landscape elements and minimize the gap between the proposed open space and CYMC open space requirements. While the project has incorporated the first three items, staff continues to recommend the incorporation of private rooftop patios into some of the units to further reduce the gap between the CYMC requirement and the final open space plan presented by Olson. Rooftop patios could be incorporated into the end units of each of the eight nine- plexes (located south of Palomar Street). This would achieve an addition of approximately 6,400 sq. ft. (16 units x 400 sq. ft.) of usable open space, bringing the gap to only 10% of the required open space. The addition of rooftop patios has been included as a condition in the design review/conditional use permit (Attachment 8). ~-- ,1 Staff Report - Item No. ~ October 25, 2007 Page 18 Conditional Use Permit: CVMC section 19.36.030 (0) allows mixed-use projects upon the issuance of a conditional use permit subject to the following standards and guidelines (Section 19.58.205 of the CVMC). Following each of the items is a discussion of how the proposed project meets each of these requirements. A. The conditional use permit shall be subject to review and approval of the city council following the recommendation of the planning commission. The required conditional use permit is being presented to the CVRC for a recommendation to the City Council as the final approving authority. B. The commercial and residential components shall be planned and implemented together. The mixed-use (commercial/residential) component of the project to be built at the corner portion of the site as part of Phase 2 of the project will be planned and implemented in conjunction with Phase 1. As described previously, the Phase 2 property will be conveyed to the Redevelopment Agency by the applicant. The Agency will subsequently insure that the project will be implemented in accordance with City requirements. c. The maximum allowable residential density will be governed by the provisions of the R-3 zone based on the total project area, less any area devoted exclusively to commercial use, including commercial parking and circulation areas. The approved density may be significantly less than the maximum allowable density depending on site specific factors, including the density and relationship of surrounding residential areas, if any. The two phases of the project as proposed will have an average density (Phase 1: 26 du/ac; and Phase 2: 56 du/ac) that is consistent with the maximum density allowed by the R-3 zone, namely 32 du/ac. D. Parking, access and circulation shall be largely independent for the commercial and residential components of the project. Each use component shall provide off- street parking in accordance with city standards. While Phase 1 and Phase 2 will integrate design elements, parking, access and circulation of the commercial component of Phase 2 will be largely independent. Each phase will contain its own parking pursuant to the requirements of the Chula Vista Municipal Code. As proposed, Phase 1 of the project contains a two-car t\- 1 r Staff Report - Item No. ~ October 25, 2007 Page 19 garage for each of the residential units, standard or tandem, plus 27 parking spaces for visitors (7 to be built on Lot 2). The parking for Phase 2 will be contained in the first two levels of the podium building (first and subterranean floor) with access from the main driveway aisle off of Frontage Road or Industrial Boulevard. While the design of the garage is at concept level only, separation of the commercial and residential parking areas will be required to be maintained by keycard access. E. The residential component shall meet the private and common open space requirements of the R-3 zone. Chula Vista Municipal Code Section 19.28.090 (R-3) requires the provision of 400 square feet of usable open space for 1 and 2-bedroom units, and 480 square feet for units with 3 or more bedrooms. The total usable open space requirement for the project would be 46,720 square feet, however, the project's proposed open space is 35,730 square feet, which represents a difference of 10,990 square feet reduction) of useable open space. In order to allow the open space as proposed, a Precise Plan Modifying Standard for open space different from that established in the Zoning Ordinance is being processed as part of this application and is subject to review and approval of the City Council. The proposed Modifying Standard would allow the reduction in open space with the condition that the proposed open space be enhanced in a variety of ways (as outlined in the previous section of this report related to open space) in order to increase the quality of the usable open space by incorporating urban landscape elements for the residents, allow an attractive and functional arrangement of buildings, and reduce the open space deficit to the maximum extent possible. F. The conditional use permit may include a restriction on commercial uses and/or business hours in order to avoid conflicts with residential units. The CUP will contain the following condition: "Prior to leasing any retail space, the Developer of Phase 2 shall submit written description for hours of operation for the tenants of the retaillcommercial uses to the Director of Community Development for review and approval. The hours of operation shall be such that there is no conflict with the residential unitsH. Necessary conditions and restrictions will be imposed on Phase 2 of the project when concept plans are prepared and reviewed for compliance with City requirements. 4- \ ~ Staff Report - Item No. 4 October 25, 2007 Page 20 In addition to the previous standard requirements, the findings for the granting of a conditional use permit outlined in section 19.14.080 must be made. These findings and the supporting evidence are included in the draft CUP resolution. Design Review: The proposed project has been reviewed for consistency with the City of Chula Vista Design Manual and Landscape Manual. The standards and guidelines of these manuals are used to evaluate the site and building design. The proposed project is laid out on the site on a grid pattern with buildings and internal driveways. Two buildings extend along Palomar Street, while eight buildings are located perpendicular to Palomar and separated by short driveways that connect to two long driveways that run parallel to Palomar Street and provide easy access to all buildings and their garages. The grid pattern establishes a balanced relationship between buildings, internal automobile and pedestrian accessways. This layout encourages pedestrian activity and provides direct access from multiple points of the development to Palomar Street and Trolley Station. Furthermore, it activates the street, which makes this an urban pedestrian-oriented development. With the implementation of the recommendations related to open space, the project would achieve an attractive and functional arrangement of buildings and open spaces. The building architecture is harmonious and consistent with the scale of the surrounding neighborhood. The building structures provide important design elements along Palomar Street, which provide visual interest and a truly urban character. The project's architecture and unique design elements will make these buildings stand out and serve as a landmark at this entrance into the City Chula Vista. The project represents a high quality development, as mandated by the Design Manual. Tentative Map: An application for a Tentative Map was submitted for the project to consolidate the existing four lots into two, consisting of 4 acres and .89 acres, and provide for the grading and development of the site as shown on the site and grading plans. The proposed project has been reviewed for consistency with the City of Chula Vista Subdivision Manual and the City has included the necessary conditions that must be satisfied prior to issuance of a Final Map. The conditions are described in detail in Attachment 9. DECISION MAKER CONFLICT Staff has reviewed the property holdings of the CVRC Board and has found no property holdings within SOO-feet of the boundaries of the property which is the subject of this action. 4,.. 1..D Staff Report - Item No. --L October 25, 2007 Page 21 A IT ACHMENTS 1 . Locator Map 2. Aerial Map 3. Mitigated Negative Declaration (15-05-012) 4. RAC Staff Report and Draft Summary of 8/2/07 Meeting 5. Concept Plans 6. General Plan Southwest Planning Area - Palomar Gateway District 7. Development Application with the following appendices: Appendix A - Project Description and Justification Appendix B - Disclosure Statement Appendix C - Development Permit Processing Agreement 8. Design and Conditional Use Permit Conditions 9. Tentative Map Conditions PREPARED BY: Stacey Kurz, Senior Community Development Specialist Miguel Tapia, Senior Community Development Specialist 4~1\ . . . . a. ..." b ~ U1Q ff& ~ ~. CIOJ urn Attachment 1 PROJECT LOCATION Morsat Ct. , LOCATOR C9 .. NORTH City of Chula Vista Bayvista Walk 4,- c1 ~ Attachment 3 Mitigated Negative Declaration PROJECT NAME: Bay Vista Walk PROJECT LOCATION: Southwest corner of Palomar Street & Industrial Boulevard ASSESSOR'S PARCEL NO.: 622-020-05,51,65, & 68 PROJECT APPLICANT: The Olson Company CASE NO.: IS-05-0 12 DATE OF DRAFT DOCUMENT: July 25, 2007 DATE OF FINAL DOCUMENT: Prepared by: Benjamin Guerrero, Senior Planner A. Proiect Setting The project site consists of a vacant 4.89 area located east of 1-5 and is bounded by Palomar Street to the north, Industrial Boulevard to the east and Frontage Road to the west. The site is in an urbanized area in the southwestern portion of the City of Chula Vista (See Figure 2 - Aerial Map). Topography across the site is relatively flat and the property is devoid of vegetation. The site is surrounded by residential and commercial development as follows: North: Commercial, Multi-Family residences, Single Family residences East: Palomar Trolley Station South: Single-Family residences West: Palomar Inn, Trailer Park B. Proiect Descriotion The project proposes to develop in two phases a mixed-use multi-family residential development and approximately 5,000 to 10,000 square feet of commercial retail space on a 4.89-acre site (See Figure 3). LotJPhase I would consist of 104 residential townhomes on four acres housed in ten separate structures. The townhomes are proposed as three-story structures with 2-car garages. LotJPhase 2 would be a mixed-use podium building consisting of 5,000 to 10,000 square feet of commercial retail area on the fIrst floor with the remaining second through fIfth floors consisting of 50 residential units. The City required parking for the mixed-use podium would be provided in a subterranean garage. The project will require City approval of the following applications: a zone change from existing CT-P (Thoroughfare Commercial Precise Plan) to CCD-P Zone (Central Commercial DistrictJPrecise Plan); a conditional use permit (CUP) approval to allow residential development in the R-3 zone; a Precise Plan approval; and a tentative subdivision map approval. 4--1.~ I C. Compliance with Zoning and Plans The existing zoning of the project sites is CT-P (Thoroughfare Commercial Precise Plan). The applicant proposes a change of zone from the existing CT-P (Thoroughfare Commercial Precise Plan) to CCD-P Zone (Central Commercial DistrictJPrecise Plan). The General Plan designation is Transit Focus Area (TFA). The proposed project will be consistent with the regulations of the CCD Zone and with the goals and policies of the General Plan designation once approval of a conditional use permit and zone change is granted. A Precise Plan will also be processed as part of the rezoning application in order to prepare specific development standards for the proposed project. Land Use Analysis The project site is part of the Palomar Gateway District, and is designated by the 2005 General Plan as a Mixed-Use Transit Focus Area. General Plan Objective LUT 43 calls for the establishment of a Mixed Use Area around the Palomar Trolley Station and provides a set of detailed policies in terms of development uses, intensity, design and amenities for the District. In addition to the General Plan objective and policies, an urban design strategy, entitled "Palomar Gateway TOO District Conceptual Development Strategy" was developed to provide further direction for transit-oriented design. Combined, these two documents seek to ensure goals of the District are met, such as: urban development with low- and high-rise development, higher density, clustering residential and retail (mixed-use), affordable housing opportunities, providing a "Gateway" entrance, and pedestrian connectivity to the trolley station and future neighborhood park on Oxford Street. Intensity/Height The proposed project includes two phases of development. The first phase provides 104 residential condominiums proposed on Lot 1 at a density of 26 DUlAC in three-story townhome building structures. The second phase (Lot 2) includes the construction of a mixed-use, podium building with 5,000-10,000 square feet of street level retail uses and 50 residential units on floors two through five for a density of 56.2 DUlAC on the corner of Industrial Boulevard and Palomar, closest to the trolley station. Between Lots 1 and 2, the project provides a mix oflow- (3 stories) and mid-rise (5 stories) buildings per LUT Section 43.8. In addition, the podium building provides street level retail development with residential uses above and behind it for a combined density for Lots I and 2 of 31.5 DUlAC. While this is less than the goal of 40 DUlAC for the entire Palomar Gateway District as mentioned in Section 43.6 of the LUT, it is equally important to provide a mix of urban solutions in the District, with higher densities adjacent to the trolley station as proposed on Lot 2. It is anticipated that more dense projects will be developed in the future that will bring the average density up to meet the goal for the overall District. The General Plan and urban design strategy also identifY objectives to provide affordable housing close to the transit center and pedestrian connectivity to both the trolley station and 2 41'")5 future neighborhood park. As proposed, Lot 2 will be conveyed to the City for future development of affordable and market rate housing. While the developer's inclusionary requirement is 10% of the total project, or 16 units, this project will leverage additional affordable units since projects with City participation have a higher inclusionary requirement of 15% or 23 units. In addition, BayVista Walk residents will have access to the trolley station to the northeast and future neighborhood park to the south through a system of internal pedestrian walkways, a main pedestrian paseo, enhanced pavement features, and direct access along Palomar Street for 32 units in Lot 1 with front doors adjacent to the sidewalk. Overall, the combined project provides consistency with goals and objectives of the General Plan Palomar Gateway District D. Public Comments On May 6, 2005, a Notice of Initial Study was circulated to property owners within a 500-foot radius of the project site. The public comment period ended on May 16, 2005. No comments were received. The Notice of Availability was posted at the County Clerk's Office and circulated to property owners on July 25, 2007. The public review period of the MND and related documents and maps ended August 24, 2007. The City of Chula Vista received several e-mail correspondence comments from one individual and one e-mail comment in support of the previous individual. City response to these comments are found at the end of the MND document. E. Identification of Environmental Effects An Initial Study conducted by the City of Chula Vista (including an attached Environmental Checklist form) determined that the proposed project would not have a significant environmental effect because of mitigation measures incorporated into the project, and the preparation of an Environmental Impact Report will not be required. This Mitigated Negative Declaration has been prepared in accordance with Section 15070 ofthe State CEQA Guidelines. Air Oualitv An air quality impact analysis was prepared by EDA W, Inc. (August 2006) for the proposed project. Following is a summary of the results and recommendations of this air quality report. Short-Term Impacts The proposed project will result in a minor increase in air pollutants during the construction phase of the project. Fugitive dust would be created during grading and construction activities. Air quality impacts resulting from construction-related operations are considered short-term in duration since construction-related activities are temporary. Dust control measures required during construction operations would be implemented in accordance with the rules and regulations of the County of San Diego Air Pollution Control District (APCD) and the California Air Resources Board. Mitigation measures contained in Section F below would mitigate short-term construction-related air quality impacts to below a level of significance. There is also a potential for exceeding the volatile organic compounds (VOC) thresholds. During the construction phase, architectural coatings are applied that produce these emissions. Further discussion of this is found below under the heading Construction in this Air Quality Section. 4- :t It 3 Mitigation measures contained in Section F below would mitigate short-term construction-related air quality impacts to below a level of significance. Long-Term Impacts The project site is located within the San Diego Air Basin (SDAB). Based on the Traffic Impact Study prepared by Katz, Okitsu & Associates (November 2005), the project would generate approximately 1,750 new daily trips. The morning peak hour traffic resulting from the project would be equivalent to 105 driveway trips and the evening peak hour would result in 166 driveway trips being generated. The gross number of trips was reduced by ten percent because of the proximity and access to the San Diego Trolley. Occupancy of the homes and opening of the businesses would be completed in 2007. The information provided in Table I shows the current South coast Air Quality Management District (SCAQMD) CEQA significance thresholds. The City has traditionally used the significance emissions thresholds of the SCAQMD, which is responsible for air quality in the urbanized areas of Los Angeles, Orange, San Bernardino, and Riverside counties. The air quality in the SCAQMD is much worse than the San Diego Air Basin; therefore, the SCAQMD thresholds are very conservative for the San Diego area. SCA Pollutant NOx VOC PM 10 Sox oxides of sulfur CO Lead Pb Source: SCAQMD 2005 Construction Table 2 Construction Emissions - Bayvista Wa Deve opment proJect Year and Activity I Pollutant Emissions ouods per dav) VOC NOx CO PMlo 2006 Grading Phase 15.7 124.3 114.3 30.8 Building Phase 17.9 134.9 134.1 31.1 Maximum dav 17.9 134.9 134.1 31.1 2007 Building Phase 128.2 142.1 152.2 6.2 Maximum day 128.2 142.1 152.2 6.2 SiJ!1lificance Threshold (from Table I) 75 100 550 ISO Building - with VOC limit of 200 grams per liter coatings, aqueous diesel fuel, and lean-Nox catalysts for diesel engine construction equipment. 73.2 97.1 152.2 2.4 Ik Demolition, grading, and building phases are sequential and do not overlap. Maximum day is the maximum from any phase. Bold value = exceeds threshold ~,-~ \ 4 As shown on Table 2 above, there is a potential for exceeding the volatile organic compounds (VOC) threshold of 75 pounds per day. The principal source of these VOC emissions is derived from the architectural coatings that are applied to the buildings. A reduction of architectural coatings emissions of 50 percent is required to reduce the emissions to below the 75 pounds per day threshold. This can be accomplished by the use of general flat and non-flat coatings that average 125 grams of VOC per liter. If an average VOC content of 125 g/L cannot be achieved, then the time of application should be extended accordingly. With these limitations and changes, the VOC significance threshold would not be exceeded, as shown in Table 2. Also shown in Table 2 above, during the grading and building phases in 2006 and the building phase of 2007, there is a potential for exceeding the NOx threshold of 100 pounds per day. URBEMIS provides mitigation measures to reduce emissions from heavy construction equipment, including the required use of aqueous diesel fuel, and lean-NOx catalyst. With these requirements, the NOx significance threshold would not be exceeded, as shown in Table 2. Also as shown in Table 2, the use of these measures would reduce PMIO emissions as well. Overations The estimated operational emissions for this project are shown in Table 3 below. As shown on this table, none of the CEQA significance thresholds would be exceeded during operation of the project. The URBEMIS model was used to calculate the input and output data. Table 3 Operations Emissions - Bavvista Walk Develonment Proiect YEAR AND ACTIVITY POLLUTANT EMISSIONS (LBS. Per Day) 2007- 148 units occupied & VOC NO. CO PMIO commercial uses in operation Area emissions 11.1 J.3 2.0 0 Vehicle emissions 18.7 23.8 233.1 23.2 Total operations emissions 29.8 25.2 235.1 23.2 CEQASignificance Thresholds 55 55 550 150 (Table I) Values are rounded to the 1/10 pound per day; totals may not add due to rounding. Paleontological A paleontological record search and resource assessment was completed for the project site by Brian F. Smith & Associates on May 2, 2005. The compiled data were used to assess paleontological resource sensitivity issues in relation to proposed Project grading, construction, operation and maintenance activities. The assessment was based both on known paleontological site within the Project area, as well as extrapolated biostratigraphic information derived from rock units in adjacent areas or areas of regional context which indicate the potential for a fossil resource to occur in particular geologic unit. Even though there are no known significant fossil resources found at the project site, the report identified the project site as forming part of an area considered by experts in the field of paleontology as having a "high paleontological resource sensitivity". This rating would require a paleontological monitoring and mitigation program. This means that the grading and construction activities related to this project need to be monitored by a professional paleontologist. Subsequently, if unique paleontological resources are discovered, all significant fossil material will need to be collected, prepared, identified, and curated, and then placed into a state-designated 'f-J-. c( 5 scientific repository. Compliance with the mitigation measure contained below in Section F would avoid significant impacts to paleontological resources. HazardslHazardous Materials Soil Contaminants The County of San Diego, Department of Environmental Health (DEH), is the lead agency for approval of a soil remediation plan to clean up project site soils contaminated with pesticide residuals. Phase I and Phase II Environmental Site Assessment Reports were prepared by SECOR International Inc., on June and December of 2004 for the subject site. Based on the historical research, the Phase I report determined that the project site was used for agricultural purposes in the past. The report cited the potential for soil contamination due to the use of pesticides as part of past agricultural operations. SECOR subsequently prepared a Phase II subsurface soils investigation of the site on November 10, 2004. SECOR advanced 6 shallow soil borings across the eastern portion of the site. Three soil samples identified quantities of pesticides above EP A Region 9 Preliminary Remediation Goals and California hazardous waste levels for 4,4-DDT, 4,4 DDE (combined as DDM), and Toxaphene at various locations in the eastern portion of the site. The lateral and vertical extent of the detected pesticides was not defmed by this assessment. SECOR recommended that additional soil sampling be conducted on-site. SECOR also recommended that a feasibility workplan be prepared in order to determine how to best manage the residual pesticides on-site. SECOR conducted further soil sampling and prepared a remediation workplan that was subsequently reviewed and approved on August 22, 2006 by the County of San Diego Environmental Health Land and Water Quality Division. The SECOR report identified the organo-chlorine pesticide impact to be found near the surface of the present soils in the eastern portion of the project site. The remediation workplan prepared by SECOR recommends that the soils delineated with pesticides be placed on-site in locations which will be overlain by roads, parking areas, or structural foundations, thereby reducing the risk of contact with future residents or users of the project site. The impacted soils will be covered with at least three feet of soil containing pesticides below any site clean up level. A human health risk assessment will be prepared prior to the issuance of a grading permit and will need to accompany any proposed corrective grading or capping operation. Once remediation-grading operations are completed, the environmental consultants will prepare a site activities report that will discuss the remediation activities, analytical results and maps delineating final location of impacted soils. The proposed soil remediation mitigation actions will reduce any potential impact from contaminated soils to less than significant. Hvdrology A Hydrology and Hydraulic Study report was prepared by Lundstrom and Associates on August 23, 2006 and approved by the City's Engineering Department. The study evaluated storm runoff under existing conditions and compared it to the existing conditions plus project conditions (50-yer events). The report assessed any potential drainage impact that could be caused, or aggravated by project development. The project proposes to add 3.9 acres of impervious area in the form of rooftops, and streets. ~-?. " 6 The hydrology report indicates that two basins will convey the majority of the stormwater to existing storm drain systems beneath Palomar Street and Industrial Boulevard. A hydraulic analysis done for the 24-inch RCP beneath Palomar Street, demonstrates that the pipe has an existing capacity to convey 22 cfs. The hydrology report indicates that a 50-yer runoff rate is 16.6 cfs, therefore there is no adverse impact on the existing 24-inch RCP. A hydraulic analysis done for the l2-inch PVC located beneath Industrial Boulevard shows that the pipe has an existing capacity to convey 2.5 cfs. The proposed 50-year runoff rate is 2.6 cfs, therefore the existing l2-inch PVC will flow under pressure. However, the hydraulic analysis shows that the condition satisfies the dry-lane requirement since the headwater stays within the gutter and does not flow over the existing curb nor does it sheet flow onto the street pavement. This condition would meet City approved standards according to City Engineering staff and, therefore, would not result in any adverse impacts to public facilities or surrounding properties. Water Oualitv The project site is vacant and has little to no impervious cover under this existing condition. The project will add about 4 acres of impervious area to the project site. However, presently about 2.2 acres of off-site runoff impact the project site on the southerly boundary. Existing suburban residential lots to the south generate this runoff. This runoff flows in a northerly direction through the project site and is intercepted into an existing 24-inch RCP storm drainpipe that exists in Trenton Avenue. The majority of the existing runoff generated from the site drains onto the adjacent Palomar Street inlet. The runoff eventually discharges out into San Diego Bay located about 0.4 miles west of the project site. In order to properly manage water runoff from the proposed project, the project proposes to incorporate the following management facilities and practices: . Appropriate grading of pads to direct runoff away from structures on the site. . Storm drain systems to direct on-site runoff to appropriate outfalls through a V orSentry VS60 storm water treatment facility subject to approval by the City of Chula Vista. . Directing roof runoff to landscaped areas before discharge to storm drains. . Propose a vegetated swale with a sand filter in the southwest corner of the project site to treat the runoff that is not directed to the VorSentry Unit, subject to approval by the City ofChula Vista. . All runoff from the project area shall be directed to, and pre-treated by, a Treatment Control Bmp before discharge to public storm drainage systems. Compliance with the National Pollutant Discharge Elimination System (NPDES) Municipal Permit, Order No. R9-2007-01 regulations including the preparation of a Water Quality Technical Report (WQTR), a Storm Water Pollution Prevention Plan (SWPPP) and a Monitoring Program Plan will be required. The implementation of water quality Best Management Practices (BMPs) as described above will be required in accordance with the NPDES General Permit and to the satisfaction of the City Engineer. Based upon the implementation of standard engineering requirements and compliance with requirements of the SWPPP and BMPs, water quality impacts would be reduced to a level below significance. Noise Noise Consultant Davy & Associates, Inc., prepared an acoustical analysis (October 2005) for the proposed project. The study identified the primary noise source generator as traffic noise from Palomar Street. Additional noise generators are associated with traffic along Interstate 5 and the 4-~~ 7 trolley transit station and the occasional freight train use of the rail lines located along the east side of Industrial Avenue. The City of Chula Vista employs the noise guideline levels that set the maximum noise level for outdoor common useable areas found within a residential development as 65 CNEL. The City's exterior noise standard for office buildings and commercial Iretail property is 70 CNEL. Construction Noise Pursuant to Section 17.24.050(J) of the Chula Vista Municipal Code, noisy construction work (unless associated with emergency repairs or health and safety matters) is not permitted in residential zoning districts between the hours of 10:00 p.m. and 7:00 a.m. during weekdays and between 10:00 a.m. and 8:00 a.m. Saturday and Sunday. Project construction work is anticipated to occur between the hours of7:00 a.m. and 5:00 p.m. weekdays only. This provision of the Municipal Code would ensure that surrounding residents would not be disturbed by construction related noise during the most sensitive periods ofthe day. Traffic Noise The existing and projected noise impacts are associated with increased traffic volumes along Palomar Street and Industrial Boulevard. Based on actual noise monitoring at the project site, the acoustical report states that the predominant noise generator is traffic on Palomar Street to the north and Industrial Boulevard to the east of the project site. The measured equivalent noise level (LEQ) for the north building line was 67.1 dB and the calculated CNEL was 69.1 dB. The measured equivalent noise level (LEQ) for the east building line was 63.6 dB and the calculated CNEL was 66.6 dB. The traffic report prepared by Katz, Okitsu & Associates dated November 25, 2005 determined the existing traffic volumes without the project as well as 2010 volumes with the project. These volumes were used to calculate CNEL increases for the year 2010. Based on the projected increase in traffic along Palomar Street the CNEL along the north building line would increase by 0.3 dB to 69.4 dB. The traffic increase along Industrial Boulevard would cause the CNEL to increase by 1.4 dB for a projected CNEL of 68.0 dB along the East building line. Based on the acoustical report, standard construction practice consisting of the use of2X4 studs with R-II insulation, exterior stucco, interior drywall, and standard glazing should provide a minimum A-weighted noise reduction of 20 dB. The report concludes that if all north and east facing windows and glass doors in the first row of units closest to Palomar Street and Industrial Boulevard are glazed with STC 29 glazing, the interior of the buildings will be able to achieve a noise reduction of approximately 30 dB. Thus, the interior noise levels will not exceed CNEL 45 dB. The project proposes an approximate 7,076 square foot recreational open space area about 30 feet south of Palomar Avenue. The area will contain a water feature as well as climbing boulders and BBQ areas. The recreational area will be subject to a measured equivalent noise level (LEQ) of 67.1 and a calculated CNEL of 69.1 dB. Based on acoustical consultant recommendations, potential noise impacts to the recreational area will be reduced to less than 65 dB by the placement of a five-foot high wall adjacent to the northerly line of proposed recreational area. With the placement of this wall, potential noise impacts to the recreational area would be reduced to less than significant. San Diego Trolley Rail Line The Acoustical Analysis prepared by Davy & Associates, noise measurements were taken at the east building line during San Diego Trolley pass-bys. The results of these calculations are summarized in Table I below: li---- ~ 1 8 Table I Calculated CNEL Noise Levels in dB For Train Pass-bvs at the East Buildinl! Line Source CNEL Grade Crossing Bells 61.4 dB Air-horn 60.7 In addition to the Trolley operations, the rail lines are used by one nightly freight train. The noise sources emanating from the San Diego Trolley lines were summed up in order to calculate the CNEL. The results of this analysis are summarized in Table 2 below: Table 2 Calculated Total CNEL Noise Levels in dB from the San Diego Trolley and Freight Train and Industrial Boulevard Traffic at the East Buildin" Line Freight Grade Crossing Air-Horn CNEL Industrial CNEL Total CNEL CNEL Bell CNEL 63.3 dB 61.4 dB 60.7 dB 68.0 dB 70.4 dB With the exterior CNEL value of 70.4 dB, the buildings must provide an A-Weighted noise reduction of 25.4 dB to achieve an interior CNEL 45 value. Standard construction consisting of 2X4 studs with R-ll insulation, exterior stucco, interior gypsum board and standard glazing provides a minimum A-Weighted noise reduction of 20 dB. Glazing all east, north and south facing perimeter windows and glass doors with a standard STC 29 glazing will result in a minimum noise reduction in the interior of the units of 29 dB. The noise impacts from all sources will therefore be reduced to 45 CNEL within the interiors of the proposed units. Central air conditioning systems will need to be provided so that windows do not have to be opened during warm days. With the implementation of the construction materials and central air conditioning units, noise reduction measures impacts from noise sources will be reduced to a level of insignificance. Exterior Useable Open Space The Noise report also analyzed the potential noise levels for the proposed exterior living areas including first floor patios and balconies (if these were to be counted as useable open space). The analysis assumed the use of 60-inch high solid walls at the front of the patios and balconies. A solid wall of this height will break the line-of-sight between the roadway and the ear height of a standing person. The solid wall can be glass, plexiglass, wood or stucco. Following are tables that calculate the CNEL values in dB for the north and east facing patioslbalconies. Table 3 Calculated CNEL Values in dB for the North Facin!! Patios and Balconies Floor CNEL 1st 64.1 2nd 64.2 3rd 63.0 ~~ ') ~ 9 Calculated CNEL Values in dB for the East Facin.. Patios and Balconies Floor CNEL 1st 64.0 2nd 64.3 3rd 64.2 4th 63.3 5th 63.0 Table 4 Based on this analysis, all exterior patio open spaces will comply with the requirements of the City of Chula Vista subject to compliance with the use of 60-inch high solid walls for the patios and balconies if these are included in the open space requirements. Noise Impactfrom the 1-5 Freeway Noise monitoring results indicate that the noise from the 1-5 freeway was estimated to be in the low 50 dBA range. A scaled section from the 1-5 Freeway to the site was prepared by Lundstrom & Associates Engineering (See Noise Report, Davy & Associates). The diagram shows that the line of sight (LOS) from the 1-5 Freeway to the top floor of the proposed building is broken by intervening topography and existing buildings. No adverse impacts from Freeway noise are noted. Traffic To identifY potential traffic impacts associated with the development of the project, a traffic impact study was prepared by Katz, Okitsu & Associates on September 2005. The traffic study projected that the project will generate 1,944 daily driveway trips, with 117 trips occurring in the AM peak hour and 185 trips occurring in the PM Peak hour, prior to applying trip rate reductions. Because the project is a mixed-use development and is located nearby a transit station, a 10% daily and peak hour transit/mixed-use reduction was applied to both the residential and commercial components. Additionally, a 40% reduction was applied to the PM peak hour of the commercial component as pass-by traffic (trips diverted from their primary route by less than one mile). With the reductions applied, the final project driveway trips totaled 1,750, with 105 trips occurring in the AM peak hour and 166 trips occurring in the PM peak hours. The proposed project will take access from two driveways. The easterly project driveway, located on Industrial Boulevard, will service both commercial and residential project traffic. The westerly- located driveway, located on Frontage Road, will service residential traffic. An internal gate nearest the Industrial Boulevard (see project site plan) is intended to separate commercial traffic from residential traffic. The proposed project will provide the required number of parking spaces in compliance with the City's zoning ordinance. Short-Term Impacts (Year 0 to 4) Based on the traffic impact study results, the intersections of Frontage Road & Palomar Street and Walnut Avenue & Palomar Street presently operate at a deficient level of service "F". Since the project trips comprise less than 5% of the total intersection entering volume, the intersection impacts would be deemed as cumulative impacts. Therefore, the project shall contribute a fair share amount towards improvements, to the satisfaction of the City Engineer. 4---- 3:J 10 Long-Term Imoacts (Horizon Year 2010) Based on the traffic impact results, the intersections of Frontage Road and Walnut Avenue with Palomar Street would operate a deficient level "F" under all conditions and for the Horizon Year (2010). Since the project trips comprise less than 5% of the total intersection entering volume for each of the intersections listed above, the intersection impacts would be deemed as cumulative impacts. Therefore, the project shall contribute a fair share amount towards improvements, to the satisfaction of the City Engineer. Segment Imoacts A GMOC analysis conducted by the City ofChula Vista Engineering Department determined that the Palomar segment corresponding to the project area forms part of an interchange arterial segment criteria for evaluating segment impacts does not apply here. What does apply is the use of long-term criteria, which permits an LOS D as long as the intersections operate at acceptable levels. After mitigation is implemented along the Frontage and Palomar Street intersection, all segments will operate at acceptable levels. 1-5 South Corridor Studv The Interstate 5 Freeway along with the 1-805 freeway is a principal north-south interregional freeway for movement of people and goods. The 1-5 provides access to major employment centers as well as to residential areas including the City of Chula Vista. The segment between 1-5 and Frontage RoadlWalnut Avenue forms part of the 1-5 south corridor and falls under the jurisdiction of the California Department of Transportation (CAL TRANS). A major study known as the "Interstates 805/1-5 South Corridor Study" was prepared by SANDAG on June 2005 in association with Caltrans and other regional agencies and cities, including the City of Chula Vista. The corridor study sought to identifY and assess transportation improvement options to enhance the mobility of inter-regional and regional trips. Subsequent subregional studies are being undertaken by SANDAG in conjunction with CAL TRANS that will focus on refining the systems-level infrastructure improvements for highways, arterials, and transit in coordination with local land use and development plans. With the implementation of freeway transportation improvements and services more travel choices will be available. An alternative proposed by the study would reduce overall freeway congestion and consequently congestion along the on and off ramps by significant amounts. This alternative would provide for a mix of transit, high occupancy vehicle (HOV) lanes and mixed-flow lanes in order to achieve congestion relief and a shift in travel mode from drive alone to both carpool and, in particular, transit. E. Miti~ation Necessarv to Avoid Si~ificant Impacts Air Oualitv I. The following air quality mitigation measures shall be implemented during grading and construction: a) Minimize simultaneous operation of multiple construction equipment units 4/'1 ~ 11 b) Use aqueous diesel fuel and lean NOx catalysts for all heavy diesel engine construction equipment c) Use electrical construction equipment as practical d) Use catalytic reduction for gasoline-powered equipment e) Water the construction area twice daily to minimize fugitive dust f) Pave permanent roads as quickly as possible to minimize dust g) Use electricity from power poles as opposed to mobile power generators h) Pave last 100 feet of internal travel path prior to exiting onto a public street i) Install wheel washers by a paved apron prior to vehicle entry on public roads j) Remove any soiVdirt from public streets within 30 minutes of occurrence k) Suspend all soil disturbance and travel on unpaved surfaces if winds exceed 25 mph. 2. Prior to issuing a building permit, the Applicant/Developer shall provide a list of the architectural coatings that will be used on the project demonstrating that the average VOC content would not exceed 125 g/L, extend the time of application, or provide a plan that will show that the combination or reduced VOC and extended time of application will result in emissions less than 55 pounds per day. The air quality mitigation measures shall be shown on all applicable grading, and building plans and details, notes, or as otherwise appropriate, and shall not be deviated from unless approved in advance in writing by the City's Environmental Review Coordinator. Paleontological 3. The developer shall have a qualified paleontological monitor on the project site at all times during mass grading, excavation, and utility trenching activities in order to mitigate potential impacts to any undiscovered nonrenewable paleontological resources (i.e. fossils). HazardslHazardous Materials 4. The applicant/developer shall comply with all the procedures and methodologies delineated in the Revised Work Plan for Pesticide Assessment and Remediation prepared by SECOR International Incorporated, dated August 4, 2006 and as approved on August 22, 2006 (and subsequently on August 15, 2007), by the County of San Diego Department of Environmental Health Land and Water Quality Division for the project site. The remediation measures shall be implemented during the grading and construction phase of development to the satisfaction of the City's Environmental Review Coordinator. Hvdrolo~ and Water Oualitv 5. In order to reduce potential water quality impacts, the applicant/developer shall be required to comply with the National Pollutant Discharge Elimination System (NPDES) regulations including the preparation and implementation of a Water Quality Technical Report (WQTR) and a Storm Water Pollution Prevention Plan (SWPPP). The WQTR shall be prepared pursuant to the provisions of the City ofChula Vista Development and Redevelopment Projects Storm Water Management Standards Manual. The SWPPP shall be prepared pursuant to the provisions of the NPDES General Construction Permit. The applicant/developer shall also implement water quality Best Management Practices (BMPs) as approved by the City Engineer. 4-)5 12 6. All runoff from the project area shall be directed to, and pre-treated by, a Treatment Control BMP before discharge to public storm drainage systems. The design of high efficiency BMP's such as vegetated swales shall be in accordance with criteria established by the California Stormwater Quality Association in the California Stormwater BMP Handbook (BMP#TC-30). 7. Prior to commencement of grading, temporary desilting and erosion control devices shall be installed. Protective devices shall be provided at eve!)' storm drain inlet to prevent sediment from entering the storm drain system. These measures shall be reflected in the grading and improvement plans to the satisfaction of the City Engineer and Environmental Review Coordinator. Noise 8. Pursuant to Section 17.24.050(1) of the Chula Vista Municipal Code, project-related construction activities shall be prohibited between the hours of 10:00 p.m. and 7:00 a.m. Monday through Friday and between 10:00 p.m. and 8:00 a.m. Saturdays and Sundays. 9. Prior to the issuance of building permits, the ApplicantJDeveloper shall submit plans to the City Building Official and Environmental Review Coordinator that include noise abatement for the patio areas on the north and east faces of each of the proposed buildings. Noise abatement shall consist of a solid barrier on the face of the patio from the base to a height of five feet. The barrier may be made of masonry, wood, glass plexiglass, or similar material. 10. Prior to the issuance of building permits, the ApplicantJDeveloper shall submit plans to the City Building Official and Environmental Review Coordinator that include noise abatement for the proposed recreational area south of the Palomar Street right-of-way. Noise abatement shall consist of a solid barrier along the northerly boundary line of the recreational area from grade to a height of five feet. If a gate is proposed, then it shall be installed in a manner that does not render ineffective the proposed acoustical attenuation qualities of the barrier. The barrier may be made of masonry, wood, glass plexiglass, or similar material. 11. Prior to the issuance of building permits, the ApplicantJDeveloper shall submit data to the City of Chula Vista Environmental Review Coordinator and the City Building Official demonstrating that noise levels would be less than 45 dBA in habitable rooms of residence units facing north and east of each of the proposed buildings. 12. The ApplicantJDeveloper shall be required to install central air conditioning units for each northerly and easterly facing dwelling unit impacted by noise from any identified source. Traffic 13. In order to reduce cumulative significant impacts at the intersections of Frontage Road & Palomar Street and Walnut Avenue & Palomar Street, the applicant shall construct a partial median closure along the centerline of Palomar Street that would prohibit left turns and through movements from Frontage RoadlWalnut Avenue onto Palomar Street to the satisfaction of the City's Engineer. E. Consultation 1. Individuals and Organizations 4/" 2> te 13 City of Chula Vista: Stacey KuTZ, Community Development Mary Ladiana, Community Development Miguel Tapia, Community Development Brian Catacutan, Planning and Building Josie Gabriel, Planning and Building Steve Power, Planning and Building Luis Hernandez, Planning and Building Jim Newton, Engineering Anthony Chukwudolue, Engineering Luis Pelayo, Engineering Sandra Hernandez, Engineering Ben Herrera, Engineering Tom Adler, Engineering Khosro Aminpour, Engineering David Kaplan, Engineering Silvester Evetovich, Engineering Richard Preuss, Police Department Richard Gari, Fire Department Applicant/Property Owner: The Olson Company Agent: Tony Pauker, Regional President, the Olson Company 2. Documents City of Chula Vista General Plan, (December 2005) Title 19, Chula Vista Municipal Code Air Quality Impact Analysis, EDA W, Inc., August 2006 Phase I Environmental Site Assessment, SECOR, June 30, 2004 Phase II Environmental Site Assessment SECOR, December 6, 2004 Revised Work Plan for Pesticide Assessment and Remediation, August 4, 2006 Community Health and Safety Plan, August 7, 2006, SECOR Bay Vista Walk Biological Survey, July 7, 2005; Site revisit: 10/18/06 Water Quality Management Plan, Lundstrom & Associates, July 23,2007 Preliminary Drainage Study, Lundstrom & Associates, July 23, 2007 Preliminary Geotechnical Findings, GEOCON, July 13,2004 Cultural Resources Survey Report, Brian F. Smith and Associates, May 9, 2005 Paleontological Record Search & Resource Assessment, Brian F. Smith and Assoc., May 2,2005 k---~1 14 Acoustical Analysis, Davy & Associates, Inc., August 25, 2006; Update 7/24/07 Traffic Impact Study, Katz-Okitsu and Associates, November 2005 Initial Studv This environmental determination is based on the attached Initial Study, and any comments received in response to the Notice of Initial Study. The report reflects the independent judgment of the City of Chula Vista. Further information regarding the environmental review of this project is available from the Chula Vista Planning and Building Department, 276 Fourth Avenue, Chula Vista, CA 91910. Date: Benjamin Guerrero, Senior Planner J :\Planning\BenG\PalomarBayVistaWalkMND.doc 4/"' :J <t 15 ENVIRONMENTAL CHECKLIST FORM ~'ft. --- "':.:! =- CITY 0< CHUlA VISfA 1. Name of Proponent: The Olson Company 2. Lead Agency Name and Address: City of Chula Vista 276 Fourth Avenue Chula Vista, CA 91911 3. Addresses and Phone Number of Proponent: Tony Pauker, Regional President 9171 Towncenter Dr., Suite 450 San Diego, CA 92122 (858) 784-6538 4. Name of Proposal: Bayvista Walk 5. Date of Checklist: July 24, 2007 6. Case No. IS-05-0 12 ENVIRONMENTAL ANALYSIS QUESTIONS: Less Than Potentially Significant Less Than With Issues: Significant Mitigation Significant No Impact Impact Incorporated Impact L AESTHETICS. Would the project: a) Have a substantial adverse effect on a scenic vista? 0 0 0 . b) Substantially damage scenic resources, including, 0 0 0 . but not limited to, trees, rock outcroppings, and historic buildings within a state scenic highway? c) Substantially degrade the existing visual character or 0 0 . 0 quality of the site and its surroundings? d) Create a new source of substantial light or glare, which would adversely affect day or nighttime views in the area? o o . o 4-3,\ 1 Issues: Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact Comments: a) No significant scenic vistas or views open to the public exist through the site. b) In accordance with the City's General Plan, Palomar Street is not designated a scenic roadway. However, the General Plan lists Palomar Street between 1-5 and the trolley station as a Gateway. The General Plan calls for appropriate special treatment including signage, streetscape improvements, pedestrian path improvements, underground parking and landscape material improvement at these segments to signify arrival and progression at an important City entry point. All of these treatments consistent with the adopted City General Plan and ordinances are proposed along Palomar Street. These project improvements would ensure that aesthetic impacts to the Palomar Street Gateway are deemed less than significant. c) The vacant project site is within an urbanized area and contains overgrown non-native vegetation and exposed soils. The development of a planned mixed residential/commercial development would not substantially degrade the existing visual character or quality of the site or surrounding area. d.) Proper architectural design would ensure compliance with Section 19.66.100 of the Chula Vista Municipal Code. Exterior lighting would not be directed upward and would be designed and installed with appropriate shielding if necessary, to ensure that light does not spill horizontally beyond the limits of the development area onto adjacent roadways, and surrounding commercial or residential uses. Mitil!ation: No mitigation measures are required (See land use discussion under Section C ofMND). n. AGRICULTURAL RESOURCES. Would the project: a) Convert Prime Farmland, Unique Farmland, or 0 0 0 . Farmland of Statewide Importance (Farmland), as shown on the maps prepared pursuant to the Farmland Mapping and Monitoring Program of the California Resources Agency, to non-agricultural use? b) Conflict with existing zoning for agricultural use, or 0 0 0 . a Williamson Act contract? c) Involve other changes in the existing environment, 0 0 0 . which, due to their location or nature, could result in conversion of Farmland, to non-agricultura1 use? 1-- ~u 2 Issues: Comments: Potentially Significant 1m pact Less Than Significant With Mitigation Incorporated Less Than Significant Impact a-c) The project site is presently located in a fully urban setting. The project site is neither in current agricultural production nor adjacent to property in agricultural production and contains no agricultural resources or designated farmland areas. Mitil!ation: No mitigation measures are required. Ill. AIR QUALITY. Would the project: a) Conflict with or obstruct implementation of the applicable air quality plan? b) Violate any air quality standard or contribute substantially to an existing or projected air quality violation? c) Result in a cumulatively considerable net increase of any criteria pollutant for which the project region is non-attaimnent under an applicable federal or state ambient air quality standard (including releasing emissions, which exceed quantitative thresholds for ozone precursors)? d) Expose sensitive receptors to substantial pollutant concentrations? 4--- .q \ o o o o 3 o . . o . o o . No Impact o o o o Issues: e) Create objectionable odors affecting a substantial nwnber of people? Comments: Less Than Potentially Significant Less Than With Significant Mitigation Significant No Impact Impact Incorporated Impact 0 0 0 . a-e) The project site is located within the San Diego Air Basin (SDAB). The proposed project would result in a minor increase in air pollutants during the construction phase. Mitigation measures found in Section F of the Mitigated Negative Declaration would result in construction related air impacts being less than significant. Mitil!ation: No mitigation measures are required. IV. BIOLOGICAL RESOURCES. Would the project: a) Have a substantial adverse effect, either directly or through habitat modifications, on any species identified as a candidate, sensitive, or special status species in local or regional plans, policies, or regulations, or by the California Department of Fish and Game or U.S. Fish and Wildlife Service? b) Have a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, regulations or by the California Department ofFish and Game or U.S. Fish and Wildlife Service? c) Have a substantial adverse effect on federally protected wetlands as defined by Section 404 of the Clean Water Act (including, but not limited to, marsh, vernal pool, coastal, etc.) through direct removal, filling, hydrological interruption, or other means? A/" 4 ':1-.. 4 o o o . o o o . o o o . Less Than Potentially Significant Less Than With Issues: Significant Mitigation Significant No Impact Impact Incorporated Impact d) Interfere substantially with the movement of any 0 0 0 . native resident or migratory fish or wildlife species or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites? e) Conflict with any local policies or ordinances protecting 0 0 0 . biological resources, such as a tree preservation policy or ordinance? f) Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other approved loca~ regional, or state habitat conservation plan? o o o . Comments: a) The project site is located in a fully urbanized developed area Based upon a Biological Survey conducted on June 29, 2005 by EDA W, Inc., a Biological Consulting Finn, no candidate, sensitive, or special status species are present within or innnediately adjacent to the proposed development area b) Based upon the Chula Vista MSCP Subarea Plan and field inspection by an EDAW staff biologist on June 29, 2006, no ripatian habitat or other sensitive natural community are present within or innnediately adjacent to the proposed project site. c) Based upon field inspection by an EDA W staff biologist on June 29, 2005, no wetlands are present within or immediately adjacent to the proposed development area d) Based upon the Chula Vista MSCP Subarea Plan and field inspection by an EDA W staff biologist on June 29, 2005, no native resident or migratory wildlife corridors or native wildlife nursery sites exist within or immediately adjacent to the proposed development area e) No impacts to any local policies or ordinances protecting biological resources, such as a tree preservation policy or ordinance would result from the proposed project development. f) No impacts to local, regional or state habitat conservation plans would result since the project site is a designated development area pursuant to the adopted Chula Vista MSCP Subarea Plan. Mifu!ation: No mitigation measures are required. ~r 4. 3 5 Issues: Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact V. CULTURAL RESOURCES. Would the project: a) Cause a substantial adverse change in the significance of a historical resource as defmed in State CEQA Guidelines ~ 15064.5? D D D . b) Cause a substantial adverse change in the significance of an archaeological resource pursuant to State CEQA Guidelines ~ 15064.5? D D D . c) Directly or indirectly destroy a unique paleontological resource or site or unique geologic feature? D . D D d) Disturb any human remains, including those interred outside of formal cemeteries. D D D . Comments: a,b,d) A cultural survey was conducted by Brian F. Smith and Associates (BFSA) on April 25, 2005. Based on this survey no cultural resources were identified within the project area, and no previously recorded sites are located within the project boundaries. Therefore, no cultural resources will be impacted by the proposed construction, and no further archaeological investigations are recommended for this project. c) A paleontological record search and resource assessment has been completed by Brian F. Smith & Associates on May 2, 2005. The report states that because of the high paleontolgical resource potential of the Bay Point Formation and the "nearshore marine sandstone," paleontological monitoring of mass grading, excavation, and utility trenching activities in areas so mapped should be required to mitigate impacts to any undiscovered nonrenewable paleontological resources (i.e. fossils). Mitigation: Paleontological monitoring of mass grading, excavation, and utility trenching activities in areas so mapped shall be required to mitigate impacts to any undiscovered nonrenewable paleontological resource. VL GEOLOGY AND SOILS -- Would the project: a) Expose people or structures to potential substantial adverse effects, including the risk of loss, injwy or death involving: 4-- ~ ~ 6 Issues: 1. Rupture of a known earthquake fault, as delineated on the most recent Alquist-Priolo Ear1hquake Fault Zoning Map issued by the State Geologist for the area or based on other substantial evidence of a known fault? ii. Strong seismic ground shaking? iii. Seismic-related ground failure, including liquefaction? iv. Landslides? b) Result in substantial soil erosIOn or the loss of topsoil? c) Be located on a geologic unit or soil that is unstable, or that would become unstable as a result of the project, and potentially result in on- or off-site landslide, lateral spreading, subsidence, liquefaction or collapse? d) Be located on expansive soil, creating substantial risks to life or property? e) Have soils incapable of adequately supporting the use of septic tanks or alternative wastewater disposal systems where sewers are not available for the disposal of wastewater? Jj/ Lt6 7 Potentially Significant Impact o o o o o o o o Less Thao Significant With Mitigation Incorporated o o o o o o o o Less Than Significant Impact o o o o . o . o No Impact . . . . o . o . Issues: Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Tban Significant Impact No Impact Comments: a-e) The site has been previously graded and developed with single family residential units. There are no known or suspected seismic hazards associated with the project site. The project site lies over one mile west of the La Nacion Fault Zone (an inactive fault zone). The closest recently active fault is the Rose Canyon Fault, located about 8 miles northwest ofthe site. The site is not located within an Alquist-Priolo Special Studies Zone. Therefore, project compliance with applicable Uniform Building Code standards would adequately address any building safety/seismic concerns. According to the City's Engineering Division, the project will require a grading permit. A preliminary Geotechnical/Soils was prepared by GEOCON on July 13, 2004. The report states that the development of the site will include remedial grading to address any presence of expansive soils. The preparation and submittal of a final soils report will be required prior to the issuance of a grading permit as a standard engineering requirement. In order to prevent silt discharge during construction, the developer will required to comply with best management practices in accordance with NPDES Order No. 2001-01. The appropriate erosion control measures would be identified in conjunction with preparation of final grading plans and would be monitored and implemented during construction by the Engineering Division. Therefore, the potential for the discharge of silt into city drainage systems would be less than significant. Mitigation: No mitigation measures are required. VII. HAZARDS AND HAZARDOUS MATERIALS. Would the project: a) Create a significant hazard to the public or the environment through the routine transport, use, or disposal of hazardous materials? o . o o b) Create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment? o . o o c) Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school? o o o . 4,- " ~ 8 Issues: d) Be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 and, as a result, would it create a significant hazard to the public or the environment? e) For a project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport or public use airport, would the project result in a safety hazard for people residing or working in the project area? f) For a project within the vicinity of a private airstrip, would the project result in a safety hazard for people residing or working in the project area? g) Impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan? h) Expose people or structures to a significant risk of loss, injwy or death involving wildland fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands? 4-~\ 9 Potentially Significant Impact o o o o o Less Than Significant With Mitigation Incorporated o o o o o Less Than Significant Impact o o o o o No Impact . . . . . Issues: Potentially Significant Impact Less Than Signifitant With Mitigation Incorporated Less Than Significant Impact No Impact Comments: a-d)A Phase I and Phase II Environmental Site Assessment reports were prepared by SECOR on December 6, 2004 for the project site. Historical research as part of the Phase I report identified the eastern half of the project site as an area formerly dedicated to agricultural uses. The Phase I recommended a shallow subsurface investigation to evaluate the presence of residual pesticides. The Phase II carried out soil sampling activities that detected four samples with pesticides above the State of California hazardous waste level of 1.0 mg/kg. Three of these samples were above the U.S. EPA Region 9 preliminary remediation goals (pRGs) of 1.7 mg/kg. A remediation workplan was subsequently prepared and submitted for review and approval by the City and County Department of Environmental Health. e-f)The project is not located within an airport land use plan or within two miles of an airport. g) The project as proposed and based on its location would not interfere with an adopted emergency response plan. No impacts are noted. h) The project site is not adjacent to a wildlands area. No impacts related to significant risk of loss, injury or death involving wildland fires are noted. Miti!!ation: The applicant/developer shall comply with the procedures and methodologies delineated in the Revised Work Plan for Pesticide Assessment and Remediation prepared by SECOR International Incorporated, dated August 4, 2006 and as approved on August 22, 2006, by the County of San Diego Department of Environmental Health Land and Water Quality Division for the project site. The remediation measures shall be implemented during the grading and construction phase of development to the satisfaction of the City's Environmental Review Coordinator. VIII. HYDROLOGY AND WATER QUALITY. Would the project: a) Result in an increase in pollutant discharges to receiving waters (including impaired water bodies pursuant to the Clean Water Act Section 303(d) list), result in significant alteration of receiving water quality during or following construction, or violate any water quality standards or waste discharge requirements? D . D D b) Substantially deplete groundwater supplies or interfere substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a D D D . A/ 4 t" 10 Issues: lowering of the local groundwater table level (e.g., the production rate of pre-existing nearby wells would drop to a level which would not support existing land uses or planned uses for which permits have beeo granted)? Result in a potentially sigoificant adverse impact on groundwater quality? c) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, in a manner, which would result in substantial erosion or siltation on- or off-site? d) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, substantially increase the rate or amount of surface runoff in a manner which would result in flooding on- or off-site, or place structures within a I DO-year flood hazard area which would impede or redirect flood flows? e) Expose people or structures to a sigoificant risk of loss, injury or death involving flooding, including flooding as a result of the failure of a levee or dam? f) Create or contribute runoff water, which would exceed the capacity of existing or planned stormwater drainage systems or provide substantial additional sources of polluted runoff'? 4""~\ 11 Potentially Significant Impact D o D D Less Than Significant With Mitigation Incorporated D D D D Less Than Significant Impact D D D . No Impact . . . D Issues: Potentially Significant Impact Less Than Significant Witb Mitigation Incorporated Less Tban Significant Impact No Impact Comments: a) The proposed grading and development of the vacant site has the potential to increase pollutant discharges, however standard BMP requirements will reduce any potential impacts to water bodies to less than significant. b) The project would not result in a substantial depletion of groundwater supplies or interfere substantially with groundwater recharge. c) The proposed grading and development of the vacant site would result in changes in absorption rates, drainage patterns, and the rate and amount of surface runoff but would not result in adverse impacts to streams or rivers that would result in substantial erosion or siltation. d) The proposed grading and development of the vacant site would result in changes in absorption rates, drainage patterns, and the rate and amount of surface runoff but would not result in adverse impacts to streams or rivers that would result in substantial flooding or place structures in a flood zone. e) The proposal would not expose people or structures to significant risk of loss or injury or death involving flooding. f) The proposed grading and development of the vacant site would result in changes in absorption rates, drainage patterns, and the rate and amount of surface runoff but would not exceed the capacity of existing stormwater drainage facilities. Mitil!ation: Mitigation Measures are required. See Section F of the Mitigated Negative Declaration. IX. LAND USE AND PLANNING. Would the project: a) Physically divide an established community? o o o . b) Conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project (including, but not limited to the general plan, specific plan, local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? o o . o c) Conflict with any applicable habitat conservation plan or natural community conservation plan? o o o . q-<5U 12 Issues: Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact Comments: a. The proposal would not result in any impacts that would physically divide a community as the site has been previously developed with residential uses. b. The General Plan designates the project site as Transit Focus Area (TF A). The mixed-use project will be consistent with the General Plan designation subject to approval of a Conditional Use Permit (CUP) and a zone change from CTP to CCP. c. The project would not conflict with the adopted City of Chula Vista MSCP Subarea Plan. Mifu!ation: No mitigation measures are required. X. MINERAL RESOURCES. Would the project: a) Result in the loss of availability of a known mineral resource that would be of value to the region and the residents of the state? o o o . b) Result in the loss of availability of a locally important mineral resource recovety site delineated on a local general plan, specific plan or other land use plan? o o o . Comments: a-b) The proposal would not result in any loss of any known mineral on-site. Pursuant to the Environmental Impact Report for the City of Chula Vista General Plan, the State of California Department of Conservation has not designated the project site for mineral resource protection. Miti2ation: No mitigation measures are required. XI. NOISE. Would the project result in: a) Exposure of persons to or generation of noise levels in excess of standards established in the local general o . o o 4--.5 \ 13 Issues: plan or noise ordinance, or applicable standards of other agencies? b) Exposure of persons to or generation of excessive groundbome vibration or groundbome noise levels? c) A substJmtiaJ permanent increase in ambient noise levels in the project vicinity above levels existing without the project? d) A substantial temporal)' or periodic increase in ambient noise levels in the project vicinity above levels existing without the project? e) For a project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport or public use airport, would the project expose people residing or working in the project area to excessive noise levels? f) For a project within the vicinity of a private airstrip, would the project expose people residing or working in the project area to excessive noise levels? Potentially Significant Impact o o o D D .~A 14 Less Than Significant Witb Mitigation Incorporated . D . D D Less Tban Significant Impact o . D D D No Impact o D D . . Issues: Potentially Significant Impact Less Than Significant Witb Mitigation Incorporated Less Than Significant Impact No Impact Comments: a-d) See Mitigated Negative Declaration, Section E. e) The project is not located within an airport land use plan nor within two miles of a public airport or public use airport; therefore, the project would not expose people residing or working in the project area to excessive noise levels. f) The project is not located within the vicinity of a private airstrip; therefore, the project development would not expose people working in the project area to excessive noise levels. Mitil!ation: See Mitigated Negative Declaration, Section F. XII. POPULATION AND HOUSING. Would the project: a) Induce substantial population growth in an area, either directly (for example, by proposing new homes and businesses) or indirectly (for example, through extension of road or other infrastructure)? o o o . b) Displace substantial numbers of existing housing, necessitating the construction of replacement housing elsewhere? o o o . c) Displace substantial numbers of people, necessitating the construction of replacement housing elsewhere? o o o . Comments: a-c) The proposal involves a minimal increase in population and would not induce population growth or displace housing or people. Mitil!ation: No mitigation measures are required. xm. PUBLIC SERVICES. Would the project: a) Result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, need for new or 1'--~J 15 Issues: Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact physically altered governmental facilities, 1he construction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times or other performance objectives for any public services: Fire protection? o o o . Police protection? o o o . Schools? o o o . Parks? o o o . Other public facilities? o o o . Comments: a) According to the Fire Department, the proposal would not have a significant effect upon or result in a need for new or altered fire protection services. b) According to the Police Department, the proposal would not have a significant effect upon or result in a need for substantial new or altered police protection services. c) The proposed project would not induce significant population growth, However, since schools are presently impacted in the area, the Chula Vista School District recommends that the project applicant set up a Mello-Roos type of community facilities district. d) Because the proposed project would not induce population growth, it would not create a demand for neighborhood or regional parks or facilities or impact existing pad<: facilities. e) The proposed project would not have a significant effect upon or result in a need for new or expanded governmental services and could continue to be served by existing public infrastructure. Mitil!ation: No mitigation measures are required. XIV. RECREATION. Wouldtheproject: a) Increase the use of existing neighborhood and regional parks or other recreational facilities such that substantial physical deterioration of the facility would occur or be accelerated? o o o . 4--:5~ 16 Issues: b) Does the project include recreational facilities or require the construction or expansion of recreational facilities, which have an adverse physical effect on the environment? Comments: Potentially Significant Impact Less Than Significant With Mitigation Incorporated No Impact Less Than Significant Impact D D D . a) Because the proposed project would not induce significant population growth, it would not create a demand for neighborhood or regional parks or facilities nor impact existing neighborhood parks or recreational facilities. b) The project does not include or require the construction or expansion of recreational facilities. Mitil!ation: No mitigation measures are required. XV. TRANSPORTATION / TRAFFIC. Would the project: a) Cause an increase in traffic, which is substantial in relation to the existing traffic load and capacity of the street system (i.e., result in a substantial increase in either the number of vehicle trips, the volume to capacity ratio on roads, or congestion at intersections)? b) Exceed, either individually or cumulatively, a level of service standard established by the county congestion management agency for designated roads or highways? c) Result in a change in air traffic patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks? d) Substantially increase hazards due to a design feature (e.g., sharp curves or dangerous intersections) or incompatible uses (e.g., farm equipment)? 4~ 17 D D D . D D . D D D D . D D D . Issues: e) Result in inadequate emergency access? f) Result in inadequate parking capacity? g) Conflict with adopted policies, plans, or programs supporting alternative transportation (e.g., bus turnouts, bicycle racks)? Comments: See Mitigated Negative Declaration, Section E. Less Than Potentially Signifiunt Less Than With Significant Mitigation Significant Impact Incorporated Impact 0 0 0 0 0 0 0 0 0 Mitilrntion: See mitigation measure(s) required. In Section F of Mitigated Negative Declaration XVI. UTILITIES AND SERVICE SYSTEMS. Would the project: a) Exceed wastewater treatment requirements of the applicable Regional Water Quality Control Board? b) Require or result in the construction of new water or wastewater treatment facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? c) Require or result in the construction of new stonn water drainage facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? d) Have sufficient water supplies available to serve the project from existing entitlements and resources, or are new or expanded entitlements needed? 1--54 18 o o o o o o o o . o o o No Impact . . . . . o . Issues: e) Result in a detennination by the wastewater treatment provider, which serves or may serve the project that it has adequate capacity to serve the project's projected demand in addition to the provider's existing commitments? t) Be served by a landfill with sufficient permitted capacity to accommodate the project's solid waste disposal needs? g) Comply with federal, state, and local statutes and regulations related to solid waste? ~__Sl 19 Potentially Significant Impact o o o Less ThaD Significant With Mitigation Incorporated o o o Less Than Significant Impact o . . No Impact . o o Issues: Potentially Significant Impact Less ThaD Significant With Mitigation Incorporated Less Than Significant Impact No Impact Comments: a) The project is located within an urban setting presently served by all utilities and service systems and would not exceed the wastewater treatment requirements of the R WQCB. Therefore, no adverse impacts to wastewater treatment facilities would occur as a result of the proposed project. b) No construction of new water or wastewater treatment facilities or the expansion of existing facilities would be necess3l)' to serve the project. Development of the project will not impact existing water or wastewater treatment facilities. c) No construction of new storm water drainage facilities or expansion of existing facilities would be necess3l)' as a result of the proposed project. The project is required to implement Best Management Practices to prevent pollution of storm drainage systems and comply with the City Storm Water Management Requirements therefore environmental impacts would be less than significant. d) The project site is within the Sweetwater Water District service territory. The Water District has stated that they have the capacity to serve the proposed project. e) The City ofChula Vista has adequate wastewater capacity to serve this project. No impacts are noted. f) The project will be served by a local landfill that has adequate capacity. g) The proposed project will comply with all state and local solid waste requirements. Mitil!ation: No mitigation measures are required. XVII. THRESHOLDS Will the proposal adversely impact the City's Threshold Standards? A. Librarv The City shall construct 60,000 gross square feet (GSF) of additional library space, over the June 30, 2000 GSF total, in the area east of Interstate 805 by buildout The construction of said facilities shall be phased such that the City will not fall below the citywide ratio of 500 GSF per 1,000 population. Library facilities are to be adequately equipped and staffed. o o o . Lt /6 <b 20 Issues: B) Police a) Emergency Response: Properly equipped and staffed police units shall respond to 81 percent of "Priority One" emergency calls within seven (7) minutes and maintain an average response time to all "Priority One" emergency calls of 5.5 minutes or less. b) Respond to 57 percent of "Priority Two" urgent calls within seven (7) minutes and maintain an average response time to all "Priority Two" calls of?.5 minutes or less. C) Fire and Emergencv Medical Emergency response: Properly equipped and staffed fire and medical units shall respond to calls throughout the City within 7 minutes in 80% of the cases (measured annually). D) Traffic The Threshold Standards require that all intersections must operate at a Level of Service (LOS) "C" or better, with the exception that Level of Service (LOS) "D" may occur during the peak two hours of the day at signalized intersections. Signalized intersections west of I-80S are not to operate at a LOS below their 199 I LOS. No intersection may reach LOS "E" or "F" during the average weekday peak hour. Intersections of arterials with freeway ramps are exempted from this Standard. Potentially Significant Impact Less Than Significant With Mitigation Incorporated No Impact Less Than Significant Impact D D D . D D . D D D D . E) Parks and Recreation Areas The Threshold Standard for Parks and Recreation is 3 acres D D D . of neighborhood and community parkland with appropriate facilities/I ,000 population east ofI-805. F) Drainal!e D D D . The Threshold Standards require that storm water flows and volumes not exceed City Engineering Standards. Individual projects will provide necessary improvements consistent with the Drainage Master Plan( s) and City Engineering Standards. ~-5V\ 21 Issues: Potf:Dtially Significant Impact Less ThaD Significant With Mitigation Incorporatf:d Less Than Significant Impact No Impact G) Sewer 0 0 0 . The Threshold Standards require that sewage flows and volumes not exceed City Engineering Standards. Individual projects will provide necessary improvements consistent with Sewer Master Planes) and City Engineering Standards. H) Water The Threshold Standards require that adequate storage, 0 0 0 . treatment, and transmission facilities are constructed concurrently with planned growth and that water quality standards are not jeopardized during growth and construction. Applicants may also be required to participate in whatever water conservation or fee off-set program the City of Chula Vista has in effect at the time of building permit issuance. ~,- \JO 22 Issues: Potentially Significant Impact Less TbaD Signific.ant With Mitigation Incorporated Less Than Significant Impact No Impact Comments: a) The project would not significantly induce population growth; therefore, no impacts to library facilities would result. No adverse impact to the City's Library Threshold standards would occur as a result of the proposed project. b) No adverse impact to the City's Police threshold standards would occur as a result of the proposed project. Police Department states that they can continue to provide service at current levels c) According to the Fire Department, adequate fire protection and emergency medical services can continue to be provided to the site. Although the Fire Department has indicated they will provide service to the project, the project will contribute to the incremental increase in fire service demand throughout the City. This increased demand on fire services will not result in a significant cumulative impact. No adverse impact to the City's Fire threshold standards would occur as a result of the proposed project. d) The surrounding street segments and intersections continue to operate in compliance with the City's Traffic Threshold Standards at LOS "C" or better with the exception of the intersection of Frontage Road/Walnut Avenue & Palomar Street, which operate at an LOS "F" during AM & PM peak hours with or without the project. However, since the project trips comprise less than 5% of the total intersection entering volume, the intersection and segment impacts would be deemed as cumulative impacts. In order to reduce this cumulative impact, mitigation is required. See Mitigated Negative Declaration, Section F. e) The project proposes residential development west ofl-805; this Threshold Standard is not applicable. f) The applicant proposes new drainage facilities on the project site in order to properly convey stormwater from the developed site to existing city drainage facilities. No adverse impacts to the City's storm drainage system or City's Drainage Threshold standards will occur as a result of the proposed project g) Based on the Sewer study prepared by Lundstrom & Associates on August 24, 2006, the Engineering Division has determined that the existing sewer facilities are adequate to serve the proposed project. No new sewer facilities are anticipated to be required and no adverse impacts to the City's Sewer Threshold standards will occur as a result of the proposed project. h) Pursuant to correspondence received from Sweetwater Authority, there is a lO-inch water main located on the north side of Palomar Street, a l6-inch water main located on the east side of Industrial A venue, and a 6-inch main on the east side of Frontage Road. Sweetwater Authority indicates that water service can be provided at the required pressures once the owner enters into an agreement for water facility improvements. The existing domestic water services and fire service that currently service the project site are adequate and will not need to be altered. Project impacts to the Authority's storage, treatment, and transmission facilities would be less than significant. i--0 , 23 Issues: xvm. MANDATORY FINDINGS OF SIGNIFICANCE a) Does the project have the potential to degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self. sustaining levels, threaten to eliminate a plant or animal community, reduce the number or restrict the range of a rare or endangered plant or animal or eliminate important examples of the major periods of California history or prehistory? b) Does the project have impacts that are individually limited, but cumulatively considerable? ("Cumulatively considerable" means that the incremental effects of a project are considerable when viewed in connection with the effects of past projects, the effects of other current project, and the effects of probable future projects.) c) Does the project have environmental effects, which will cause substantial adverse effects on human beings, either directly or indirectly? Comments: Potentially Significant Impact Less Than Significant With Mitigation Incorporated No Impact Less Than Significant Impact o o o . o o o . o o o . a) The project site is currently vacant but has been previously developed with residential units. The project site is located within an established residential and commercial community. The site lies within the designated development area of the adopted Chula Vista MSCP Subarea Plan. There are no sensitive plant or animal species or cultural resources on the site. b) As described in the Mitigated Negative Declaration, significant direct project impacts would be mitigated to below a level of significance through the required mitigation measures. No cumulatively considerable impacts associated with the project when viewed in connection with the effects of past projects, other current projects and probable future projects have been identified. c) See Mitigated Negative Declaration, Section E. XIX PROJECT REVISIONS OR MITIGATION MEASURES: Project mitigation measures are contained in Section F, Mitigation Necessary to Avoid Significant Impacts, and Table I, Mitigation Monitoring and Reporting Program, of Mitigated Negative Declaration IS-05.012. 1- \p '}.... 24 XX. AGREEMENT TO IMPLEMENT MITIGATION MEASURES By signing the line(s) provided below, the Applicant and Operator stipulate that they have each read, understood and have their respective company's authority to and do agree to the mitigation measures contained in MND IS-05-019, and will implement same to the satisfaction of the Environmental Review Coordinator. Failure to sign the line(s) provided below prior to posting of this Mitigated Negative Declaration with the County Clerk shall indicate the Applicant's and Operator's desire that the Project be held in abeyance without approval and that the Applicant and Operator shall apply for an Environmental Impact Report. Air Oualitv I. The following air quality mitigation measures shall be implemented during grading and construction: a) Minimize simultaneous operation of multiple construction equipment units b) Use aqueous diesel fuel and lean NOx catalysts for all heavy diesel engine construction equipment c) Use electrical construction equipment as practical d) Use catalytic reduction for gasoline-powered equipment e) Water the construction area twice daily to minimize fugitive dust 1) Pave permanent roads as quickly as possible to minimize dust g) Use electricity from power poles as opposed to mobile power generators h) Pave last 100 feet of internal travel path prior to exiting onto a public street i) Install wheel washers by a paved apron prior to vehicle entry on public roads j) Remove any soiVdirt from public streets within 30 minutes of occurrence k) Suspend all soil disturbance and travel on unpaved surfaces if winds exceed 25 mph. 2. Prior to issuing a building permit, the Applicant!Developer shall provide a list of the architectural coatings that will be used on the project demonstrating that the average VOC content would not exceed 125 gIL, extend the time of application, or provide a plan that will show that the combination or reduced VOC and extended time of application will result in emissions less than 55 pounds per day. The air quality mitigation measures shall be shown on all applicable grading, and building plans and details, notes, or as otherwise appropriate, and shall not be deviated from unless approved in advance in writing by the City's Environmental Review Coordinator. Paleontological 3. The developer shall have a qualified paleontological monitor on the project site at all times during mass grading, excavation, and utility trenching activities in order to mitigate potential impacts to any undiscovered nonrenewable paleontological resources (i.e. fossils). 4-~3 25 HazardsfHazardous Materials 4. The applicant/developer shall comply with all the procedures and methodologies delineated in the Revised Work Plan for Pesticide Assessment and Remediation prepared by SECOR International Incorporated, dated August 4, 2006 and as approved on August 22, 2006, by the County of San Diego Department of Environmental Health Land and Water Quality Division for the project site. The remediation measures shall be implemented during the grading and construction phase of development to the satisfaction of the City's Environmental Review Coordinator. Hvdrology and Water Oualitv 5. In order to reduce potential water quality impacts, the applicant/developer shall be required to comply with the National Pollutant Discharge Elimination System (NPDES) regulations including the preparation and implementation of a Water Quality Technical Report (WQTR) and a Storm Water Pollution Prevention Plan (SWPPP). The WQTR shall be prepared pursuant to the provisions of the City of Chula Vista Development and Redevelopment Projects Storm Management Standards Requirements Manual. The SWPPP shall be prepared pursuant to the provisions of the NPDES General Construction Permit. The applicant/developer shall also implement water quality Best Management Practices (BMPs) as approved by the City Engineer. 6. All runoff from the project area shall be directed to, and pre-treated by, a Treatment Control BMP before discharge to public storm drainage systems. The design of high efficiency BMP's such as vegetated swales shall be in accordance with criteria established by the California Stormwater Quality Association in the California Stormwater BMP Handbook (BMP#TC-30). 7. Prior to commencement of grading, temporary desilting and erosion control devices shall be installed. Protective devices shall be provided at every storm drain inlet to prevent sediment from entering the storm drain system. These measures shall be reflected in the grading and improvement plans to the satisfaction of the City Engineer and Environmental Review Coordinator. Noise 8. Pursuant to Section 17.24.050(1) of the Chula Vista Municipal Code, project-related construction activities shall be prohibited between the hours of ]0:00 p.m. and 7:00 a.m. Monday through Friday and between 10:00 p.m. and 8:00 a.m. Saturdays and Sundays. 9. Prior to the issuance of building permits, the Applicant/Developer shall submit plans to the City Building Official and Environmental Review Coordinator that include noise abatement for the patio areas on the north and east faces of each of the proposed buildings. Noise abatement shall consist of a solid barrier on the face of the patio from the base to a height of five feet. The barrier may be made of masonry, wood, glass plexiglass, or similar material. 10. Prior to the issuance of building permits, the Applicant/Developer shall submit plans to the City Building Official and Environmental Review Coordinator that include noise abatement for the proposed recreational area south of the Palomar Street right-of-way. Noise abatement shall consist of a solid barrier along the northerly boundary line of the recreational area from grade to a height of five feet. If a gate is proposed, then it shall be installed in a manner that does not render ineffective the proposed acoustical attenuation qualities of the barrier. The barrier may be made of masonry, wood, glass plexiglass, or similar material. +- \e ""\ 26 II. Prior to the issuance of building pennits, the ApplicantlDeveloper shall submit data to the City of Chula Vista Environmental Review Coordinator and the City Building Official demonstrating that noise levels would be less than 45 dBA in habitable rooms of residence units facing north and east of each of the proposed buildings. 12. The ApplicantlDeveloper shall be required to install central air conditioning units for each northerly and easterly facing dwelling unit impacted by noise from any identified source. Traffic 13. In order to reduce cumulative significant impacts at the intersections of Frontage Road and Palomar Street and Walnut Avenue and Palomar Street, the ApplicantlDeveloper shall construct a partial median closure along the centerline of Palomar Street that would prohibit left turns and through movements from Frontage Road/Walnut A venue onto Palomar Street to the satisfaction of the City's Engineer. Tony Pauker, Regional President (PRINT NAME) Date Signature of Applicant Date XXI. ENVIRONMENTAL FACTORS POTENTIALLY AFFECTED: The environmental factors checked below would be potentially affected by this project, involving at least one impact that is a "Potentially Significant Impact" or "Potentially Significant Unless Mitigated," as indicated by the checklist on the previous pages. . and Use and Planning o Population and Housing o Geophysical . Transportation/Traffic DBiological Resources o Energy and Mineral Resources o Public Services o Utilities and Service Systems o Aesthetics o Agricultural Resources . HydrologyfWater . Hazards and Hazardous Materials o Cultural Resources . Air Quality . Noise o Recreation . Paleontological Resources o Mandatory Findings of Significance 4- y-S 27 xxn. DETERMINATION: On the basis of this initial evaluation: I find that the proposed project could not have a significant effect on the 0 environment, and a Negative Declaration will be prepared. I [md that although the proposed project could have a significant effect on the . environment, there will not be a significant effect in this case because revisions in the project have been made or agreed to by the project proponent. A Mitigated Negative Declaration will be prepared. I find that the proposed project may have a significant effect on the environment, 0 and an Environmental Impact Report is required. I [md that the proposed project may have a "potentially significant impact" or 0 "potentially significant unless mitigated" impact on the environment, but at least one effect: I) has been adequately analyzed in an earlier document pursuant to applicable legal standards, and 2) has been addressed by mitigation measures based on the earlier analysis as described on attached sheets. An Environmental Impact Report is required, but it must analyze only the effects that remain to be addressed. I [md that although the proposed project could have a significant effect on the 0 environment, because all potentially significant effects (a) have been analyzed adequately in an earlier EIR or Negative Declaration pursuant to applicable standards and (b) have been avoided or mitigated pursuant to that earlier EIR or Negative Declaration, including revisions or mitigation measures that are imposed upon the proposed project, nothing further is required. Date Benjamin Guerrero Senior Planner City of Chula Vista J :\Planning\BenG\Initial Study\IS-05~O 12.doc ~\.,y 28 ATTACHMENT "A" MITIGATION MONITORING AND REPORTING PROGRAM (MMRP) Bavvista Walk Project - /8-05-012 This Mitigation Monitoring and Reporting Program has been prepared by the City of Chula Vista in conjunction with the proposed Bayvista Walk Townhome project. The proposed project has been evaluated in an Initial Study/Mitigated Negative Declaration prepared in accordance with the California Environmental Quality Act (CEQA) and City/State CEQA Guidelines (IS-05- 012). The legislation requires public agencies to ensure that adequate mitigation measures are implemented and monitored for Mitigated Negative Declarations. AB 3180 requires monitoring of potentially significant and/or significant environmental impacts. The Mitigation Monitoring and Reporting Program for this project ensures adequate implementation of mitigation for the following potential impacts(s): 1. Air Quality 2. Paleontological 3. Hazards and Hazardous Materials 4. Hydrology and Water Quality 5. Noise 6. TransportationlTraffic MONITORING PROGRAM Due to the nature of the environmental issues identified, the Mitigation Compliance Coordinators shall be the Environmental Review Coordinator and City Engineer of the City of Chula Vista. The applicant shall be responsible to ensure that the conditions of the Mitigation Monitoring and Reporting Program are met to the satisfaction of the Environmental Review Coordinator and City Engineer. The applicant shall provide evidence in written form confirming compliance with the mitigation measures specified in Mitigated Negative Declaration IS-05-012 to the Environmental Review Coordinator and City Engineer. The Environmental Review Coordinator and City Engineer will thus provide the ultimate verification that the mitigation measures have been accomplished. Table I, Mitigation Monitoring and Reporting Program Checklist, lists the mitigation measures contained in Section F, Mitigation Necessary to Avoid Significant Effects, of Mitigated Negative Declaration IS-06-005, which will be implemented as part of the project. In order to determine if the applicant has implemented the measure, the method and timing of verification are identified, along with the City department or agency responsible for monitoring/verifying that the applicant has completed each mitigation measure. Space for the signature of the verifying person and the date of inspection is provided in the last column. ~r4l ,.....t:.,. , c c4 Table 1 MITIGATION MONITORING AND REPORTING PROGRAM Mitigation Mitigation Measure Method of Timing of Responsible Completed Comments Measure No. Verification Verification Party Initials Date AIR QUAliTY PIlI During Post T.M Const Const. Cost. 1. The following air quality mitigation measures shall be implemented ApplicanUDeveloper during grading and construction. These requirements shall be Environments shown on all applicable design and improvement plans as details, I Projects notes, or as otherwise appropriate, and shall not be deviated from Monitor to unless approved in advance in writing by the City's Environmental verify Review Coordinator: Notes X X a. . Minimize simultaneous operation of multiple construction equipment units. On b. . Use aqueous diesel fuel and lean NOx catalysts for all heavy TM diesel engine construction equipment. & c. . Use electrical construction equipment as practical Environmenta Grading & X X d. . Use catalytic reduction for gasoline-powered equipment I Projects Impro. MonTtor to e. . Water the construction area twice daily to minimize fugitive dust verify Plans f. . Pave pennanent roads as quickly as possible to minimize dust g. . Use electricity from power poles as opposed to mobile power generators X X h. . Pave last 100 feet of internal travel path prior to exiting onto a Environmenta public street I Projects i. . Install wheel washers by a paved apron prior to vehicle entry Monitor to on public roads verify. j. . Remove any soil/dirt from public streets within 30 minutes of occurrence k . Suspend all soil disturbance and travel on unpaved surfaces if winds exceed 25 mph 2. Prior to issuing a building pennit, the ApplicanVDeveloper shall Environmenta provide a list of the architectural coatings that will be used on the project demonstrating that the average volatile organic I Projects Notes on compounds (VOC) content will not exceed 125 gIL, extend the Monitor to Building X X time of application, or provide a plan that will show the verify Pennit combination or reduced VOC and extended time of application will result in emissions less than 55 pounds per day. ..<..< .... ...... . .. . ..... ...,......... Pre Outing Post I.....i.. ............................ ..... ..- HC:orisL Canst .C..k ... ...... 3. The developer shall have a qualified paleontological Environments X X X Applicant/Developer monitor on the project site at all times during mass I Projects As a note grading, excavation, and utility trenching activities in Monitor to onTM& order to mitigate potential impacts to any undiscovered verify grading nonrenewable paleontological resources (i.e. fossils). plans ...................... HAZARDS/HAZARDOUS MATERIALS ... .. .........>.. ...;. I........ .... .... ..... ............... ...... ........... .......-----.-ry-..~= 4. The applicant/developer shall comply with all the Environmenta X X X Applicant/Developer As a note on procedures and methodologies delineated in the Revised I Projects TM & grading Work Plan for Pesticide Assessment and Remediation Monitor to plans prepared by SECOR International Incorporated. dated verify by August 4, 2006 and as approved on August 22, 2006 maintaining in (subsequently on 8/15/07), by the County of San Diego contact with Department of Environmental Health land and Water Environmenta Quality Division for the project site. I Consultant & Countv DEH to... T' HYDROLOGY AND WATER QUALITY 5. In order to reduce potential water quality impacts, the Environmenta X X X ApplicanV Developer c:- As a note ,-C ApplicanVDeveloper shall be required to comply with the I Projects National Pollutant Discharge Elimination System Monitor to onTM& (NPDES) regulations including the preparation and verify w/Cdity grading implementation of a Water Quality Technical Report Building and plans (WQTR) & a Stonn Water Pollution Prevention Plan Engineering (SWPPP). The WQTR shall be prepared pursuant to the staff provisions of the City of Chula Vista Development & Redevelopment Projects Stonn Water Management Standards Manual. The SWPPP shall be prepared pursuant to the provisions of the NPDES General Construction Permit. The ApplicanUDeveloper shall also implement water quality Best Practices (BMPs) as approved by the City Engineer. 6. All runoff from the project area shall be directed to, and pretreated by, a Treatment Control BMP before discharge to publiC stonn drainage systems. The design of high efficiency BMP's such as vegetated swales shall be in accordance with criteria established by the California Stormwater Quality Association in the California Stonmwater BMP Handbook (BMP#TC-30) ...t:-- ~ a 7. Prior to commencement of grading, temporary desilling and erosion control devices shall be installed. Protective devices shall be provided at every stann drain inlet to prevent sediment from entering the storm drain system. These measured shall be reflected in the grading and improvement plans to the satisfaction of the City Engineer and Environmental Review Coordinator. i'ii. NOISE .'., .iT,'" I <,.i " <Ti!". '<, ."i </ i'iiTii ..., ......'...'i'..".H., ....,' '.i'i,T\ ....,.,i'<Hi.. i.",. 8 Pursuant to Section 17.24.050(J) of the Chula Vista Code X X X ApplicanU Developer Municipal Code, project-related construction activities Enforcement As a note shall be prohibited between the hours of 10:00 p.m. and Officers to onTM& 7:00 a.m. Monday through Friday and between 10:00 respond to grading p.m. and 8:00 a.m. Saturdays and Sundays. any flagrant plans violations 9. Prior to approval of building permits, the applicant shall Environmenta X x X Applicant/ Developer As a note on submit plans to the City Building Official & Environmental I Projects TM & grading Review Coordinator that include noise abatement for the Monitor to plans patio areas on the north and east faces of each of the verify by proposed buildings. Nose abatement shall consist of a reviewing final solid barrier on the face of the patio from the base to a noise report height of fJVe feet. The barrier may be made of masonry, wood, Qlass olexiQlass, or similar material. 10. Prior to issuance of building permits, the Environmenta x X X Applicant/Developer As a note on Applicant/Developer shall submit plans to the City I Projects Building Building Official & Environmental Review Coordinator that Monitor to Plans include noise abatement for the proposed recreational verify by area south of the Palomar Street right-of-way. Noise reviewing abatement shall consist of a solid barrier along the Building Plans northerly boundary line of the recreational area from grade to height of five feet. If a gate is proposed, then it shall be installed in a manner that does not render ineffective the proposed acoustical attenuation qualities of the barrier. The barrier may be made of masonry, wood, plexiglass, or similar material. 11. Prior to the issuance of building permits, the ApplicanUDeveloper shall submit data to the City of Chula Vista Environmental Review Coordinator and the City Building Official demonstrating that noise levels would be less than 45 dBA in habitable rooms of residence unit faeine north and east of each of the DrODosed buildinQs. The ApplicanVDeveloper shall be required to install 12. central air conditioning units for each northerly and easterly facing dwelling unit impacted by noise from any identified source. ......../... Traffic .. ... ............ ...... ... . .. ......... . .. .. ... .... ....... . ................. .................... 13. In order to reduce cumulative significant impacts at the Environmenta x X X ApplicanU Developer As a note on intersections of Frontage Road & Palomar Street and I Projects TM& Walnut Avenue & Palomar Street. the applicant shall Monitor to Improv. construct a partial median closure along the centerline of verify with Plans Palomar Street that would prohibit left turns and through City movements from Frontage Road/VValnut Avenue onto Engineering Palomar Street to the satisfaction of the City's Engineer. staff & Public Works Inscectors ~ \ ~ - Public Comments and Staff Responses on the Bayvista Walk MND 18-05-012 (This document provides a transcript of comments received.) Theresa Acerro's 8/9/07 comment letter (Rec'd E-Mail copy on 8/15/07) To Mayor Cox and members of the RDA, members of the CVRC, and David Garcia: Having read the MND for Bayvista Walk and several of the technical reports Iformally request that staff be directed to correct the obvious errors in the document and reissue the MND. Comment #1: The project description in the MND and all the technical reports is for the previous project. The description in all the documents and the description and the diagrams in the technical reports need to be updated to the currently proposed project. Indeed the current project has 10 town homes less, but CEQUA (misspelling) clearly requires an accurate project description. Also in the MND and the Air Quality report it is stated (p.4 MND, etc.) that construction will start in September of 2006 and all residential and retail will be completed and occupied by end of 2007. This is obviously incorrect. Response to Comment #1: Pursuant to CEQA Guidelines Section 15063 & 15071a brief project description must be provided in the MND including a commonly used name for the project, location of the project and the environmental setting. Details regarding the reduction in Development Standards are included in the Precise Plan for the project and is not a requirement of the MND project description. The project description provided by the MND is correct and up to date. Technical reports support the preparation of the MND. The Air Quality report and the Noise report were subject to a third party review by City of Chula Vista environmental consultant RECON using the new site plan design as the basis for their expert review. These reports were deemed adequate for the proposed project with the exception that a recommendation for a minimum five-foot solid wall be constructed along the northerly perimeter of the project site for the purposes of adequately attenuating noise for a designated open space area. The applicant's civil engineer (Lundstrom and Associates) prepared the drainage study, water quality technical report, and sewer report based on the new project description and site plan design. The project site has remained vacant with no significant change and therefore the cultural report, paleontological report, geotech report, biological survey, and the phase I and Phase II environmental site assessment reports were utilized as originally prepared since the conditions and potential impacts that these reports evaluated would not be affected by the proposed site plan design. Comment #2: On page 6 of the MND it states, "A human health risk assessment will be prepared prior to the issuance of a grading permit and will need to accompany any proposed corrective grading or capping operation. " It is inappropriate that this HRA is 4--1'- MND 05-012 - Response to Comments Page 2 of37 not included in the MND. The decision makers cannot certify this document without this HRA assuring that the health risks from Hazards/Hazardous Materials have been adequately analyzed and dealt with. (In this case from the pesticide contamination on the site.) Response to Comment #2: With the original proposal, the site was subject to the preparation of a Phase I and Phase II Environmental Site Assessment, and a workplan that delineated the remediation of the pesticide contaminated soil. The technical reports and soil remediation workplan were subject to review and approval by the San Diego County Department of Environmental Health, Site Assessment and Mitigation Division. The workplan prepared by Secor International, Inc (environmental consultants) was approved by the County Department of Environmental Health on August 22, 2006. Since that approval date by the County, the applicant submitted a new development site plan. The new site plan layout was submitted to the County Department of Environmental Health for their evaluation. Based on this subsequent evaluation, the County Department of Environmental Health approved the workplan on August 15,2007 and made the following determinations: . An estimated 2,892 cubic yards of impacted soil are found at the site . The new site layout is sufficient to support the impacted soil relocation due to the required grading for the site . The concentrations of pesticides found at the site were compared to the EPA Region 9 Preliminary Remediation Ooals (PROs). [NOTE: PROs are risk-based concentrations of contaminants used to assist risk assessors in evaluating human health risk.] Of the eighteen soil samples taken only four (4) showed being slightly higher than the PRO. . As a remediation solution and based on federal regulations, the applicant's geotechnical engineer has recommended in the revised workplan, that soil over the entire site be excavated and recompacted to varying depths below the ground surface, and that the impacted soil be placed below the structure foundations with a minimum of three feet of clean cover. Based on this recommendation, the County DEH has determined that a human health risk assessment will not be required. The County Department of Environmental Health will be notified prior to startup of the excavation/remediation activities for the site. The proposed development offers the opportunity to clean up the environment by adequately remediating contaminated soils from within an existing residential community. Comment #3: The hydrology section of the MND concludes that the run-ofJfrom this site will not adversely impact "the existing 24-inch RCP" in Palomar St., but does not deal with the efJect upon the channel along the Salt Ponds into which this pipe empties or the capacity of the pipe going under the freeway. Likewise it says that the street curb will keep the flow going down Industrial from flooding project and street, but does not deal with efJect upon natural channel between Ada and Dorothy into which this water will Lt--I:J MND 05-012 - Response to Comments Page 3 of37 flow, and which is already stressed or the capacity of the narrow pipe going under the freeway there. Response to Comment #3: . 24-inch RCP crossing Palomar Street The 24-inch RCP that cross Palomar Street, near Trenton Avenue, was constructed as part of a Capital Improvements Project (CIP No. ST-922) for Palomar Street and it was designed to convey a IO-year, 6-hour storm event. The City of Chula Vista, in October and December of 2000, prepared two reports titled: "Drainage Study for Palomar Street Improvements from Interstate 5 to Industrial Boulevard" and "Supplement No.1 / Drainage Study for Palomar Street Improvements from Interstate 5 to Industrial Boulevard" that analyzed the drainage patterns of Palomar Street and the vicinity areas to size the storm drain system and other street improvements. The site of the proposed Bay Vista Walk project was a part of the area of study of the CIP No. ST-922. The "Drainage Study for Palomar Street Improvements from Interstate 5 to Industrial Boulevard" assumed that the ultimate condition of the area under consideration was going to be a combination of suburban and commercial land use; with this rationale, the runoff coefficient "c" for the project site ranged from 0.70 to 0.90. The 2000 drainage analysis determined that the runoff generated by the tributary area discharging to Palomar Street, for a IO-year storm event, was going to be 20.04 cfs, which required a 24-inch pipe to convey the flow. The drainage study prepared by Lundstrom & Associates for the Bay Vista Walk Project titled: "Preliminary Hydrology and Hydraulic Study Bayvista Walk", determined that the flow generated by the IO-year storm event was 9.48 cfs. Comparing the flows calculated by City staff in the 2000 drainage study for CIP No. ST-922, and the flows calculated by Lundstrom & Associates for the Bay Vista Walk Project, we could conclude that the 24- inch RCP storm drain crossing Palomar Street would not be impacted by the runoff generated by the proposed Bay Vista Walk Project. . Downstream Storm Drain System (Under Interstate 5 Freeway) The City of ChuIa Vista, as part of the construction of the street improvements for the Palomar Street, analyzed the capacity of the downstream storm drain system. The analysis was presented in the report titled: "Supplement No. 1 Drainage Study for Palomar Street Improvements for Interstate 5 to Industrial Boulevard", dated December 14,2000. The hydrology for the abovementioned study was based on the criteria stated in Section 3-200 of the City of Chula Vista Subdivision Manual and the as-built plans for Interstate 5 (Caltrans Contract No. 11-122404, sheet 47 of 437). Per Caltrans as-built plans, there currently exist a trio 5' X 3" reinforced concrete box culvert (RCB) that conveys the runoff associated with the proposed Palomar Street project across Interstate 5. It was determined that the overall capacity of the trio 5' X 3' RCB is approximately A-l~ MND 05-012 - Response to Comments Page 4 007 310 cfs, compared to the 176 cfs that the tributary basin (including the proposed Bay Vista Walk Project) will generate. The results of the City's capacity analysis showed that the trio 5' X 3' RCB is adequate to convey the associated runoff. · Storm Drain Improvements Along Industrial Boulevard The existing 12-inch PVC storm drain that crosses Industrial Boulevard at the northeasterly side of the proposed Bay Vista Walk Project, was designed as part of the CIP for the Palomar Street Improvements (CIP No. ST-922). In the "Drainage Study for Palomar Street Improvements from Interstate 5 to Industrial Boulevard, it was determined that the runoff that the tributary area will generate for the 10-year storm event was 1.36 cfs. The drainage study prepared by Lundstrom & Associates for the Bay Vista Walk Project titled: "Preliminary Hydrology and Hydraulic Study Bayvista Walk", determined that the flow generated by the IO-year storm event tributary to the existing 12-inch PVC storm drain was 1.52 cfs. Comparing the results from the City's 2000 drainage study and Lundstrom & Associates' drainage report for the proposed project, we could conclude that the existing 12" PVC storm drain that crosses Industrial Boulevard is adequate to convey the associated runoff. Comment #4: The trip generation figures were incorrectly calculated as 6 per du, which on the SANDAG chart is for apartments. 8 is the figure commonly used for condominiums/duplexes. Podium dwellings may be apartments, but at least 104 du are town homes and should use 8 for calculation of ADT Response to Comment #4: The traffic report counted the number of units on the site, including those on the podium building, as 164 units (project is now 154 units). The site itself is just over 5 acres. This equates to approximately 32 units/acre. In preparing traffic reports, the City estimates traffic generation characteristics based on rates in the SANDAG (Not So) Brief Guide of Vehicular Traffic Generation Ratesfor the San Diego Region (April 2002). Trip generation rates are as follows: Condominium (or any multi-family 6-20 DUlacre): 8 tripslDU Apartment (or any multi-family units more than 6-20 DU/acre): 6 tripslDU Based on the proposal, 6 trips per DU is an appropriate figure to use to determine trip generation rates for this project. Comment #5: Page 13 #13 Mitigation for traffic impacts is the exact same mitigation already assigned to a Marsella Villas in January 2007. This mitigation was assigned for impacts of 40 town homes and obviously is inadequate for 154. Also since it will be built by the time this project starts construction some other mitigation needs to be found for this project's impacts. Response to Comment #5: Cumulative impacts are those impacts that are not necessarily caused by one development alone - they are caused by overall growth of an area. In areas where traffic related thresholds are close to being triggered, it is quite possible for any development, no matter what size, to trigger a cumulative impact. In this 4-'6' MND 05-012 - Response to Comments Page 5 007 case, either the construction of Marsella Villas OR the construction of Bayvista Walk, would trigger the impact at the intersection of Frontage and Palomar. As a result, whichever project is built first, Marsella Villas or Bayvista Walk, will need to mitigate the cumulative impact at the intersection of Frontage and Palomar. The fact that the mitigation language is identical for both projects demonstrates consistency in the assessment of project traffic impacts. On Page 23 of the Bayvista Walk traffic study, traffic volumes expected from Marsella Villas was accounted for (at the time the report was written, the project was not called Marsella Villas, it was called Bay View). Additionally, the project at the southwest comer of Ada and Industrial was also accounted for as well (see page 23 of Bayvista Traffic Report). Comment #6: The Frontage entrance can not be considered as the primary entrance since the median will prevent left turns in or out at Frontage and Palomar. This most likely will only be used as an exit when going east or entrance when exiting freeway from the south or coming from Bay Blvd. This will put the major traffic load onto Industrial. The effect upon Industrial of the median has not been analyzed. Response to Comment #6: Until the proposed phase II portion of this project is built, the Frontage Road access will remain as the primary entrance and exit to the project site. In addition, the Frontage Road entrance will remain as a primary entrance to the site (for those vehicles traveling east on Palomar Street from Interstate 5). The intersections of Industrial Boulevard & Ada Street and Industrial Boulevard & Palomar Street were analyzed by the traffic study and found to operate at acceptable levels for both for the short term and long term scenarios. No direct or cumulative traffic impacts were identified by the traffic study that would adversely affect the level of service of the aforementioned intersections. The City Traffic Section has further reviewed the proposed Palomar Gateway Beautification improvements with respect to this project and found that there are no direct or cumulative impacts that would adversely affect the level of service. The traffic study prepared by Katz, Okitsu & Associates (KOA) clearly states that with the proposed mitigation (whether a signalized intersection or construction of a partial median closure) to alleviate peak hour traffic impacts to the intersection of Frontage Road/Walnut Avenue & Palomar Street would improve the operational performance of this intersection to an acceptable level of service, under all study scenarios (page 36 KOA report November 2005). Pursuant to Tentative Map condition #25 the applicant will be required to construct the partial median at the intersection of Frontage Road/Walnut Avenue & Palomar Street. Comment #7: The Traffic Report needs to be redone. Air Quality and Noise also need to be redone because they are based upon this outdated Traffic Report. Even the updates used the incorrect figures in the Traffic Report issued in November 2005. Response to Comment #7: The Air Quality Report and Noise study were reviewed by a third party consultant (RECON) and were found to be adequate with the one 4-'\ ~ MND 05-012 - Response to Comments Page 6 of37 recommendation for a five foot sound wall to be added along the northerly perimeter of the proposed open space area of the project site. Errors in Traffic Revort: Comment #8: (#1) Page 20 Existing Plus Project Roadway segments incorrectly reports 42,025 when the city's TMP reports 44, 238 as an existing condition in 2005 between 1-5 and Industrial. Response to Comment #8: See Response to Comment #10. Comment #9: (#2) Page 24 reports 42,533 as Existing plus Cumulative plus project. City's TMP reports 44,238 as an existine condition in 2005 between 1-5 and Industrial without the project and 56, 963 as the count in 2008 without the project. Response to Comment #9: See Response to Comment #10. Comment #10: (#3) Page 28 Horizon Year 2010 Daily Roadway Segment Conditions reports 43,000 while the city's TMP count reports 56,963 as the count in 2007. STA OLD ST FROM TO 2005 2006 2007 STA Names Pal-1 335 Palomar Bay Blvd 1-5 nc nc nc St. Pal-2 336 Palomar 1-5 1ndustrial 44236 nc 56963 St. Pal-3 337 Palomar 1ndustrial Broadway 33191 nc 35073 St. Pal-4 338 Palomar Broadway Orange nc nc nc St. Nc = no count Response to Comment #10: The City Traffic Section section did count the volume of Palomar Street as part of the 2007 TMP Program. After the large difference in volume between the traffic report and the 2007 count was pointed out, the City repeated the volume count on Palomar Street. Our most recent count (conducted in August 2007) resulted in a volume of 44,650 vehicles per day. The City also asked the traffic consultant on the project to re-count the volume on Palomar. The consultant expects an increase of approximately 3,950 - 4,500 trips over what was originally counted. Traffic Engineering therefore feels the 56,963 was a flawed count (potentially created by a loose tube or incorrect setting on the counter). The 3,600+ increase in trips (difference between 40,957 and 44,650) this creates along Palomar is approximately 8%, matches what the ~_ -r, MND 05-012 - Response to Comments Page 70f37 traffic consultant expects to see, and fits the City range of 1-4% per year of increased trips on Chula Vista roadways. Because of this 8% volume increase, the City has asked the traffic engineering consultant for the project to send us a letter addressing what additional impacts, if any, are now expected on Palomar and Industrial. Comment #ii: (#4) Page 25 Existing plus Cumulative Projects Plus Peak Hour intersection Conditions has the intersection of Frontage and Palomar as F and industrial and Palomar as C with the project, but the 2006 TMP Segment LOS without project or cumulatives mentioned in report have the whole stretch as D and E all day long in 2006 and 2005: The report is obviously dated and the data is questionable when compared with the city's own data. it does conclude on page 38 that the mitigation suggested would not change the F condition at all, which would make an MND inappropriate for the project since this would be an unmitigated negative effect. All impacts must be mitigated to below significance for an MND to be valid. it would also make the project in violation of Cummings. 2006 TMP SEGMENT LOS ALL TiME PERIODS ARTERIAL iNTERCHANGE SEGMENTS (report ofGMOC 2005- '06FY) i-5 7-8AM 8-9AM 11'30-12'30 12'30-1'30 4-5PM 5-6PM class Dir LOS sneed LOS sneed LOS sneed LOS sneed LOS Speed LOS sneed Palomar Bay EB D 12.1 ("06) D 9.4("06) E 8.9("06) E 8.5("05) E 8.1("05) Blvd.- Industrial (FMPII, WB C 18.7 ("06) D 12.8("06) D 11.5("06) D 11.5('05) D 12.6("05) HCM4l Response to Comment #11: The LOS F for the intersection of Frontage and Palomar mentioned as an intersection LOS is inaccurate - it is not an intersection LOS, it is a minor movement LOS. The LOS for the intersection is B, the LOS for the northbound minor move is F. The City specifically report the left turn minor movement at uncontrolled intersections to see impacts sooner or to a greater degree. The letter further compares intersection LOS for Industrial and Palomar with segment LOS of Palomar, It should also be noted that GMOC thresholds do not apply to this section of Palomar, as it is an interchange segment, not a local roadway segment. Lastly, the portion regarding page 38 discussing no change to the LOS F condition is incorrect. Page 38 actually shows post mitigation levels of service in the B and C range. The proposed project although very similar in description and design proposes less number of dwelling units than the project that was analyzed by the traffic study. The traffic study prepared by Katz, Okitsu & Associates (KOA) clearly states that with the proposed mitigation (whether a signalized intersection or construction of a partial median closure) to alleviate peak hour traffic impacts to the intersection of Frontage Road/Walnut Avenue & Palomar 4-1 <f' MND 05-012 - Response to Comments Page 8 of3 7 Street would improve the operational performance of this intersection to an acceptable level of service, under all study scenarios (page 36 KOA report November 2005). The project would not result in unmitigated effects, therefore an MND is an appropriate document to disclose the projects impacts. Comment #12: (#8) The project clearly contributes to the city's violation of the Cummings Initiative and growth management ordinances, since it will contribute to a traffic condition that violates the threshold We are aware that the GMOC thresholds do not include freeway interchanges, but Cummings does not make any distinction between streets that involve freeway interchanges and others. 19.80.010: "c This intense development has overloaded the capacity of the city streets and thoroughfares to move traffic safely, efficiently, and has failed 10 meet traffic demands.. ." 19.80.020: ""ensuring that the fUture traffic demands do not exceed the capacity of the streets.. ." The wording clearly applies to all city streets. There is also the problem that the project is not paying anything toward its negative impacts (no traffic fee, no mitigation?). This is out of compliance with (19.80.030 A.) "If the existing major city streets and thoroughfares (Palomar) do not have capacity to accommodate the proposed development without substantially altering existing traffic patterns or overloading the existing street system, then construction or widening of a major link or links in the major traffic network shall be staged as necessary to ensure the quality of existing traffic flow is maintained" Clearly Palomar needs to be widened to 6 lanes from Bay Blvd to Frontage at the very least to correct this problem that has been exasperated by the three condo projects already built and occupied on Ada since 2005. The volume/capacity standards for city streets is being surpassed The city must enlarge the street to increase its capacity to what existing traffic demands before new traffic can be added If the city can not now afford to increase the capacity of the street, obviously it can not now afford this project. This is what the purpose and intent of Cummings requires. It is the city's and the developer's responsibility to pay their fair share as CALTWS informed the city on July 10,2006 in a letter specifically concerning the EIR for the UCSP, but in general reminding the city of the two recent court cases that have found jurisdictions responsible for cumulative effects upon regional facilities caused by approvals within that jurisdiction. -___- 1-_*"'iPI=IL II ..lItIIlicII---.... looopoe""~-' --....... .......~ --.. =.r~~... !l._:~~,;~~ ~-'''':-~6~J~ ."'4..... J U__""_.... Response to Comment #12: The GMOC 2007 Annual Report found that "All Citywide signalized arterial segments are operating at level of service in compliance with threshold standards.." with the exception of a portion of Heritage Road in the eastern portion of the City. In the late 1980's, a citizen initiative referred to as the "Cumming's Initiative" was passed by a majority vote of the electorate and was incorporated as Chula Vista Municipal Code (CVMe) Section 19.80 (Ord.2309 Initiative 1988). The Ordinance contains provisions that limit the rezoning of a property. Section 19.80.070 (D) states that: 1-',\ MND 05-012 - Response to Comments Page 9 007 "Rezoning commercial or industrial property to a residential zone shall be permitted only to the maximum residential density corresponding to the potential traffic generation that was applicable prior to the rezoning to residential." It should be noted that the proposed rezone is from commercial to commercial (CT-P to CC-P). Nonetheless, since the CC-P zone allows residential development at an R-3 density, the following analysis, as set forth in Section 19.80.070CD), provides a formula for comparing the potential development under the CT-P zone and the proposed development. For the proposed rezone, the comparison would be between the existing potential traffic generation associated with the development under the existing CT-P zone and the corresponding maximum residential density that could be permitted. Based on standard traffic generation rates (SANDAG 2002 ''Not So Brief Guide of Vehicular Traffic Generation Rates for The San Diego Region"), commercial and office uses generate significantly greater traffic than residential uses. For example, the existing 4.89 acre site (213,008 square feet) zoned CT-P would have the potential to develop up to a 319,512 square foot building. This is based on the CT-P zone's existing development standards which allow 50% lot coverage (50% x 213,008 sq. ft. site = 106,504 sq. ft.) and up to a three story height limit (3 stories x 106,504 sq. ft. per floor). Using SANDAG's standard traffic generation rates for commercial uses (40 trips 11,000 square feet), a total of 12,780 trips would be generated from a potential commercial building of that size. Based on the criteria in Section 19.80.070 (D) above, the maximum residential density could not be more than the potential traffic generated by the commercial use (i.e. 12,780 trips). This equates to up to 2,130 multi-family units (12,780 trips divided by 6 trips per multifamily dwelling unit) on the 4.89 acre site, which would be 435 dulac. Pursuant to the November 2005 "Traffic Impact Study" prepared by Katz, Okitsu & Associates (KOA) this project has potential to generate 1,944 trips with the combined residential and commercial components. Because commercial and office uses generate significantly greater traffic than residential uses, a zone change from commercial to a multi-family residential category could never result in residential traffic generation greater than the corresponding potential traffic generation from a commercial development. Therefore, as illustrated above, zone changes from commercial to a commercial zone that allows residential development would not conflict with Section 19.80.070 (D) of the ordinance. The project will be required to contribute its fair share towards the improvement of public services and facilities through payment of the City's Development Impact Fees and other conditions of approval. These include existing City Public Facilities Development Impact Fees (PFDIF), park acquisition and development (PAD) fees, sewer, traffic signal fees, as well as a future Western Transportation Development Impact Fee (WTDIF). Theresa Acerro's 8/27/07 comment letter 4- - <[)D MND 05-012 - Response to Comments Page 10 007 Comment #13: The purpose of CEQUA is full disclosure of environmental impacts. This requires a detailed and specific project description. The project description on page 1 fails to provide a full and detailed description of the project. 15124. Project Description Discussion: This section requires the EIR to describe the proposed project in a way that will be meaningful to the public, to the other reviewing agencies, and to the decision- makers. Although the statute contains no express requirement for an EIR to contain a project description, the statutory points of analysis need to be supplemented with a project description for the analysis to make sense. This section is a codification of the ruling in County of Inyo v. City of Los Angeles, cited in the note. There the court noted that an accurate description of the project has been required by case law interpreting the National Environmental Policy Act. The state court of appeal declared that an accurate, stable, finite project description is an essential element of an informative and legally sufficient EIR under CEQA. Public Resources Code. This is an MND but similar requirements should be expected for a full and complete project description. Response to Comment #13: See Response to Comment #1. Comment #14: Figure 3 appears to show a .J3-acre recreation area in the same spot as the water quality BMP in the technical report. The decorative pavements that are meant to provide a porous surface appear much smaller than in the water quality report. Response to Comment #14: Pursuant to mitigation measures #5, #6 and #7 of the Mitigated Negative Declaration, the project has been conditioned to comply with all requirements of the National Pollutant Discharge Elimination System (NPDES) regulations including the preparation and implementation of a Water Quality Technical Report (WQTR) and a Storm Water Pollution Prevention Plan (SWPPP). The applicant /developer is required to implement water quality Best Management Practices (BMPs) as approved by the City Engineer. It is not clear if comment # 14 refers to the two bio-retention sand filters located near the northerly boundary of the project, almost at the middle of the site. If this is the case, then please note that those bio-retention sand filters were sized to capture the runoff generated from the 2-year storm, or 85th percentile. According to the Treatment Control BMP Information shown in the appendix of Lundstrom & Associates' WQTR for the proposed Bay Vista Walk Project, BMP # 1 (Bio-retention Sand Filter # I) should have a filter bed surface area of 229 sq ft, and BMP # 2 (Bio-retention Sand Filter # 2) should have a filter bed surface area of 275 sq ft. The dimensions of the bio-retention sand filters recommended by the WQTR will be implemented in the grading plans as a condition of approval. The small areas required for the bio retention sand filters have been incorporated into the design of the open space area. Comment #15: The primary entry to the project cannot be on Frontage due to the elimination of left turns caused by the median to be built as a condition of Marsella Villas project. 1- %\ MND 05-012 - Response to Comments Page II 007 Response to Comment #15: See Response to Comment #6. Comment #16: On page one it is stated, "the city required parking for the mixed use podium would be provided in a subterranean garage. " Figure 3 shows most of this lot covered with parking. There is insufficient detail regarding this podium project for it to be included in the MND. It must have its own environmental analysis in the fUture. The Water Quality Technical Report also states that it must have its own water quality study. Response to Comment #16: The application packet for the proposed project contains all the basic information to adequately conduct the required environmental evaluation and determinations for the entire project. Figure 3 of the MND is the proposed site plan for the entire mixed use project. As a site plan, it only shows the surface layer of the concept plans, which includes level one of the condominium project (Lot I) and the five-story building on Lot 2. The packet submitted by the Applicant includes drawings in schematic format for the rest of the floors of the corner building, including the underground parking, the surface level (shown on Figure 3), and building levels two, three, four and five. Pursuant to Conditional Use Permit condition #38, Phase 2/Lot 2 of the project will be required to conform to various design guidelines and a design review permit. The MND analyzes the environmental impacts of the entire project site (Lots I and 2) for 154 residential units and 5,000 to 10,000 square feet of retail uses as detailed in the site plan. The podium building in Lot 2 and its potential impacts to the environment have been adequately analyzed by the MND through the preparation of many applicable technical reports including cultural, paleontological, traffic, noise, biological, air quality, phase I & II, sewer, drainage and hydrology and water quality technical assessment. Comment #17: The description does not include the variances being requested, which is a critical part of the problem with the effect of the project on aesthetics and community character. On page 2 there is reference to 'future neighborhood park on Oxford. " Is a new park planned or is this just another proof an old document was used? Response to Comment #17: See Response to Comment #1 and #16. The project is not requesting a variance. The site is designated as a "Precise Plan" (P) modifying district and is proposing a precise plan as noted in the project description. Through the precise plan, the project proposes a reduction in the amount of open space and a reduction in the front yard building setback. A precise plan, which is a mechanism provided by the ChuIa Vista Municipal Code (19.56.041) is used to allow diversification in the spatial relationship of land uses, density, buildings, structures, landscaping and open spaces, as well as design review of architecture and signs through the adoption of specific conditions of approval for development of property in the city. Within the boundaries of the Precise Plan modifying district, the location, height, size and setbacks of buildings or structures, open spaces, signs and densities indicated on the precise plan must take precedence over the otherwise applicable regulations of the underlying zone. The Precise Plan and the required findings will be presented in the reports to the Planning Commission, Chula Vista Redevelopment Lt-1.1- MND 05-012 - Response to Comments Page 12 of37 Corporation and the City Council. The Precise Plan will be considered by these review bodies and will be subject to their approval during the public meetings. The referenced park on Oxford Street was recently built and is currently in operation. In addition to the Oxford Park, the 2005 General Plan calls for the construction of a future neighborhood park in the area bounded by Industrial Boulevard, Ada Street and Dorothy Street. Policy LUT 43.14 states the following: "Provide for the development of one Neighborhood Park within or near the Palomar Gateway District. " Comment #i8: An urban design strategy, entitled "Palomar Gateway TOD District Conceptual Development Strategy" was developed for the entire Palomar Gateway District with no input from the existing residents, no approval or input from any commissions or the city council. This document is being used to justifY this project. This is entirely inappropriate and inconsistent with practice anywhere else in the city of Chula Vista. This is a neighborhood in the lowest income area of Chula Vista. Environmental Justice requires that the residents be given the same opportunity to plan what is best for their community as the rest of the residents in the city. instead the developer was made to hire an outside planner who has in effect written a specific plan for an entire neighborhood and now city staff is implementing it without any involvement of the residents of the area. The General Plan was meant to be a general document giving broad ideas for a large area, not specific design guidelines or parcel-by-parcel planning. The existing zoning should stay in place until changes have been vetted with the community and through all legally required processes. This has not been done in the southwestern part of the city and the residents are suffering the consequences of this piecemeal planning. This is clearly an environmental justice issue since such practices do not occur in other areas of the city. The concept of a precise plan is only used consistently in the southwest to circumvent the need for a community developed specific plan. The planners choose to work with favored developers and ignore the community and the negative effects upon the community of this type of planning. CA Government code f 65040.12: (e) For the purposes of this section, "environmental justice" means the fair treatment of people of all races, cultures, and incomes with respect to the development, adoption, implementation, and enforcement of environmental laws, regulations, and policies. Response to Comment #18: See Response to Comment #17. In December 2005, after several years of community input, the General Plan designation for the project site was amended from Residential-Low Medium (3-6 dwelling units per acre) to Mixed-Use Transit Focus Area, and the site included in the future Palomar Gateway District. General Plan Objective LUT 43 calls for the establishment of a Mixed Use Transit Focus Area around the Palomar Trolley Stations and provides a set of detailed policies in terms of development uses, intensity, design and amenities for the District. The "Palomar Gateway Transit Oriented Development District Conceptual Development Strategy" was not used to justifY the project. The project has been evaluated for ~/~'b MND 05-012 - Response to Comments Page 13 of37 consistency with the relevant goals and policies of the 2005 General Plan. In staff's opinion, the Project sets a positive precedent for implementation of the new General Plan goals and objectives and for the revitalization of the neighborhood. Comment #19: This MND does not treat the residents of the Palomar Gateway or southwest area fairly, since they were excluded from the planning of this project and their input at the single public meeting held in 2005 or 2006 at Harborside School was totally ignored as was the input given at the MAAC Project on June 25, 2007. The existence of a plan conceptual or not is evidence of this unfair treatment and the premeditated plan to exclude the community. Presentations on planning were given for three months to the members of the SWCVCA at which consistently the existence of a plan was denied and the community was assured they would be able to contribute to a specific plan. Response to Comment #19: In addition to the community outreach associated with the General Plan Update, the following is a brief summary of the project specific public input received to date. The first application from Olson was submitted to the City for review on February 8, 2005 (Initial Study) and a subsequent application for Design Review was received on April 22, 2005. Olson first presented the proposal to the public at a neighborhood meeting on October 6, 2005. These applications called for the construction of 104 residential units and 5,000 square feet of commercial space. This application was submitted at the time when the City was in the process of formulating its General Plan Update, which was adopted in December 2005. In 2006, the project was significantly modified in order to more closely conform with the updated General Plan Mixed- Use/Transit Focus Area (TFA) land use designation. It then went through another round of review by City staff and an informational presentation to the Design Review Committee and Sub-Committee in January 2006. The modified plan called for the construction of 154 units and 8,244 square feet of commercial space, and the remaining required applications were submitted to the City on September 8, 2006 for a zone change, conditional use permit and tentative map. The modified proposal was presented at a neighborhood meeting at Harborside Elementary School on September 28, 2006. In October 2006, the modified proposal was presented for preliminary review to the Design Review Committee. However, at the end of 2006, the Olson Company decided to withdraw that plan due to concerns about construction costs and market conditions. In February 2007, Olson submitted yet another preliminary site plan, which included the same number of residential units and commercial space but provided a different product type and site arrangement. As a result, staff considered the site plan as a new submittal and has thus required the project to be subject to the new Redevelopment Advisory Committee (RAC) and Chula Vista Redevelopment Corporation (CVRC) review and approval process. The purpose of the RAC is to gather early public input through a community-based advisory board on 4-- <1 ~ MND 05-012 - Response to Comments Page 14 of37 development applications, with emphasis on design and on conformity with adopted plans, ordinances, and guidelines. The project was presented to the RAC for an initial review on May 3, 2007 and subsequent review on August 2, 2007. In addition, the applicant attended the July 25, 2007 Southwest Civic Association meeting, and the project was brought to the CVRC for preliminary design review on August 9, 2007. Comment #20: The result for the southwest community has been the burden of regional traffic congestion, streets packed with cars due to inadequate parking, and a high concentration of homeless individuals littering the streets and frightening community members as well as overtaxed and inadequate irifrastructure. Response to Comment #20: See Response to Comment #10, #18 and #19. Comment #21: Indeed this project is near a trolley station, but this station is already on the line with the highest volume of use in the county. There is already standing room only on the cars during rush hours. Essentially there is no more room for increased rider ship and the blue line needs extensive repairs: Black-and-Blue Line in need of makeover Trolley passengers get rough ride on deteriorating north-south route By Steve Schmidt STAFF WRITER UNION_TRIBUNE May 20, 2007 Because of excessive traffic on Palomar anyone choosing to ride the trolley would probably drive over there rather than walk. It is not likely that many if any of the residents of the town homes will regularly use the trolley. Response to Comment #21: Comment is noted. Comment #22: Public Meetings - There is no mention of the public meeting at Harborside in the MND, which was attended by close to 30 fairly vocal people as I recall. It is mentioned that no one commented on the Initial Study, but people essentially did not understand what the city was up to nor that they were expected to send in comments. This was before the General Plan was adopted and before the community was aware of the need to get involved If the Notice had been sent again when the developer returned with a new plan there would have been comments. This is essentially another attempt to disempower the community by ignoring the many barriers they face to involvement. Response to Comment #22: See Response to Comment #18 and #19. Comment #23: The plans I saw in the folders at planning did not list the brand names of the paints and other coverings that would be used Without this information it is impossible for the public to know if indeed the VOC will be reduced below the threshold or not. This information must be provided since there is a huge difference in VOC content in architectural coatings. There needs to be a way of monitoring the length of time for application. There is no timeline included, so the public has no means of verifYing these statements. 1--16 MND 05-012 - Response to Comments Page 15 of37 Response to Comment #23: Mitigation measure #2 of the Mitigated Negative Declaration requires the applicant/developer to demonstrate, that prior to the issuance of any building permits, the selected architectural coatings, their application and timeline used will not exceed 55 pounds per day ofVOC. Comment #24: Traffic - Page 4 talks of long-term impacts using incorrect data. The trips were calculated as 6 per unit when the correct figure for town homes is 8. Also 105 driveway trips for the morning is too low considering we are talking about 154 families who must all have at least one employed member to be able to afford these homes. Most will have two employed members-each driving separately. It is inappropriate to reduce this by 10% since the trolley line is already at capacity. There is also the inaccurate statement that homes and businesses would be completed in 2007. Using an outdated traffic report from 11105 is not acceptable since the city's TMP shows an increase of almost 15,000 cars per day on Palomar since then. This would significantly increase the pollution as well. Response to Comment #24: See Response to Comment # 4 and #10. Mitigations Comment #25: Air Quality - There is no mention of the mandatory AQIP. On 9122106 Olsen submitted a custom building program plan for the Green Star Building Efficiency Program, using solar and exceeding Title 24 by 15%. What happened to this plan? Considering that the city has increased its CO by 35% (because of residential development) instead of reducing it to 1991 levels as called for by the Growth Management Program, all residential developments should be required to start doing their share to get these figures going down instead of steadily increasing. This is a cumulative effect upon an area of non-compliance with a standard. What is Olson going to do? This is not mentioned in the MND or the Air Quality Report. Response to Comment #25: CVMC 19.09.050 outlines requirements for public facilities finance plans, air quality improvement plans (AQIP), and water conservation plans (WCP). While CVMC 19.09.110 exempts the developed areas of the City from the submittal of a PFFP, AQIP or WCP, the City's implementation guidelines for AQIPs and WCPs approved in 2003 require all projects greater than 50 units to submit a AQIP and WCP. The AQIP and WCP are tied to the building or construction phase rather than the environmental analysis process of the project and must be completed and approved prior to the issuance of building permits and initiated in coordination with the approval of the tentative map. The applicant has initially submitted the AQIP and WCP plan and will be finalizing for approval prior to building permit issuance. The applicant has indicated that they qualify for points with the EED Program (Leadership in Energy and Environmental Design) headed by the United States Green Building Council based on the proposed type of development. The LEED ND (Neighborhood Development) encourages infill development near transit. In order to qualify, the following must be met: 4/15l.e MND 05-012 - Response to Comments Page 16 of37 . Infill (located in existing community not "sprawl") . In close proximity to schools and existing "infrastructure" . Transit Oriented (within Y. mile of transit stop) o Reduced automobile dependence (fewer trips) o Higher Density (more homes in less space=more efficient) o Pedestrian connections throughout the development and to public street o Contains an "affordable housing" element In addition, the applicant will be incorporating the following environmentally conscious design standards: . High efficiency irrigation equipment . Reduced planting areas with minimal turf . Drought tolerant/water efficient plant choices . Low "E" energy efficient glass . Energy Star Appliances . Extra Insulation . More efficient water heaters (not tankless) Comment #26: Hazards and Hazardous Materials - It is not stated in the MND but is stated in DEH letter 8/15/07 that all neighbors have to be given written notice of grading and potential hazard from contaminated dust before any grading starts. This notice must be in English and in Spanish. Response to Comment #26: See Response to Comment #2 and Mitigation Measure #4. The County DEH letter states that excavation activities must follow the DEH approved Community Health and Safety Plan prepared by the applicant's environmental consultant. As part of the Community Health and Safety Program a public notification program will include the preparation and distribution of notices to residences and businesses adjacent to the site where work is being performed. Notices will also be posted around the perimeter of the site for interested parties. During each step of the grading process, including the soil removal and burial process, reasonable precautions and measures will be taken to control dust from the site. This includes the use of frequent spraying of water in order to control dust migration off of the site. 4- t'l MND 05-012 - Response to Comments Page 17 of37 Comment #27: Hydrology - Appendix D of the Drainage study is supposed to give a complete analysis of existing capacity and effects of project but essentially confines itself to pipes in immediate vicinity. This is an incomplete analysis. 7.9 acres will drain through node 100 and 400 under Palomar and Trenton. It is really not adequate to say that this pipe once improved will be able to carry all storm runoff. This pipe eventually must cross under the freeway through a rather undersized pipe and drain into a natural channel that makes its way to the bay through a natural channel between salt ponds. This channel is tidal and the combination of high tides and extreme storm events has not been added to the calculation, nor is there an evaluation as to the size of the pipe going under 1-5, which obviously can not be altered and is the weakest point in the system since the added permeable surface will increase the runoff according to the report. It appears that nodes 200 and 300 (about an acre) will drain through a barely large enough pipe that will likely cause water back up to the curb height (a possible danger to increase traffic on Industrial) and be directed for some strange reason across Industrial to a natural channel along trolley tracks that now drains through a pipe back across Industrial into the natural channel between Ada and Dorothy that has significant problems already. 1. Sanchez was allowed to build condos in the floodplain by building a ten-foot wall on the north side of the channel. There are properties at the same level as the channel on the south side. The pipe going under the freeway not only is small in width, but the amount of trash in the channel would indicate a good chance of clogging in the event of a storm event. This would obviously cause potential flooding of property (homes) to the south. It would seem that this should be dealt with in this report and the project should pay its share of improving the channel and keeping it clear of trash. This area in the secret plan is dedicated open space park I believe that the property owners on each side actually own it unless the city has an easement. Response to Comment #27: The proposed site of the Bay Vista Walk project was divided into four drainage basins for its study: Basin 100, Basin 200, Basin 300, and Basin 400. The Basin 100 will drain into the existing 24" RCP storm drain that crosses Palomar Street; it is estimated that the flow for the 100-year storm event is 13.1 cfs. Basin 200 will drain to the existing 12" PVC storm drain that crosses Industrial Boulevard and the I DO-year storm event flow is 2.0 cfs. The I DO-year event runoff of 2.4 cfs of Basin 300 will be conveyed through the curb and gutter along Industrial Boulevard. The I DO-year storm event runoff of 1.0 cfs of Basin 400 will be conveyed through the curb and gutter along Frontage Road. Per the Flood Insurance Rate Map (FIRM), the proposed Bay Vista Walk Project is not within the "Special Flood Hazard Area Inundated by 100-year Flood" and is not subject to flooding. The Lundstrom & Associates' drainage report analyzed the impacts of the nearby pipes and determined that since the runoff generated by the proposed project was equal, or less than the runoff assumed in the design of existing utilities, then no significant impact was triggered downstream of the storm drain system. . 24-inch RCP crossing Palomar Street ~q<f MND 05-012 - Response to Comments Page 18007 The 24-inch RCP that intersects Palomar Street, near Trenton Avenue, was constructed as part of a Capital Improvements Project (CIP No. ST-922) for Palomar Street and it was designed to convey a 10-year, 6-hour storm event. The City of Chula Vista, in October and December of 2000, prepared two reports titled: "Drainage Study for Palomar Street Improvements from Interstate 5 to Industrial Boulevard" and "Supplement No.1 / Drainage Study for Palomar Street Improvements from Interstate 5 to Industrial Boulevard" that analyzed the drainage patterns of Palomar Street and the vicinity areas to size the storm drain system and other street improvements. The site of the proposed Bay Vista Walk project was a part of the area of study of the CIP No. ST-922. The "Drainage Study for Palomar Street Improvements from Interstate 5 to Industrial Boulevard" assumed that the ultimate condition of the area under consideration was going to be a combination of suburban and commercial land use; with this rationale, the runoff coefficient "c" for the project site ranged from 0.70 to 0.90. The 2000 drainage analysis determined that the runoff generated by the tributary area discharging to Palomar Street, for a 10-year storm event, was going to be 20.04 cis, which required a 24-inch pipe to convey the flow. The drainage study prepared by Lundstrom & Associates for the Bay Vista Walk Project titled: "Preliminary Hydrology and Hydraulic Study Bayvista Walk", determined that the flow generated by the 10-year storm event was 9.48 cis. Comparing the flows calculated by City staff in the 2000 drainage study for CIP No. ST-922, and the flows calculated by Lundstrom & Associates for the Bay Vista Walk Project, we could conclude that the 24- inch RCP storm drain crossing Palomar Street would not be impacted by the runoff generated by the proposed Bay Vista Walk Project. . Downstream Storm Drain System (Under Interstate 5 Freeway) The City of Chula Vista, as part of the construction of the street improvements for the Palomar Street, analyzed the capacity of the downstream storm drain system. The analysis was presented in the report titled: "Supplement No. 1 Drainage Study for Palomar Street Improvementsfor Interstate 5 to Industrial Boulevard", dated December 14, 2000. The hydrology for the abovementioned study was based on the criteria stated in Section 3-200 of the City of Chula Vista Subdivision Manual and the as-built plans for Interstate 5 (Caltrans Contract No. 11-122404, sheet 47 of 437). Per Caltrans as-built plans, there currently exist a trio 5' X 3" reinforced concrete box culvert (RCB) that conveys the runoff associated with the proposed Palomar Street project across Interstate 5. It was determined that the overall capacity of the trio 5' X 3' RCB is approximately 310 cfs, compared to the 176 cfs that the tributary basin (including the proposed Bay Vista Walk Project) will generate. The results of the City's capacity analysis showed that the trio 5' X 3' RCB is adequate to convey the associated runoff. . Storm Drain Improvements Along Industrial Boulevard 4-ct, MND 05-012 - Response to Comments Page 19 of37 The existing 12-inch PVC storm drain that crosses Industrial Boulevard at the northeasterly side of the proposed Bay Vista Walk Project, was designed as part of the CIP for the Palomar Street Improvements (CIP No. ST-922). In the "Drainage Study for Palomar Street Improvements from Interstate 5 to Industrial Boulevard, it was determined that the runoff that the tributary area will generate for the 10-year storm event was 1.36 cfs. The drainage study prepared by Lundstrom & Associates for the Bay Vista Walk Project titled: "Preliminary Hydrology and Hydraulic Study Bayvista Walk", determined that the flow generated by the 10-year storm event tributary to the existing 12-inch PVC storm drain was 1.52 cfs. Comparing the results from the City's 2000 drainage study and Lundstrom & Associates' drainage report for the proposed project, we could conclude that the existing 12" PVC storm drain that crosses Industrial Boulevard is adequate to convey the associated runoff. Comment #28: There are problems with the Water Quality report. The bioretension is only sized to be adequate for a two-year event. More rain will bypass the system entirely and enter the storm drains untreated except by filters in the drains, which must be maintained regularly by someone. There is an increase from. 4 I pre-development to . 79 post development. Why is this being allowed? The condos on Moss were required to retain all their runoff in underground basins for filtration. In the east projects are now also required to retain all their increase in runoff for slow release or infiltration. The greater storm events will send an increased amount of runoff quickly into an already challenged downstream system that this report does not even mention. Response to Comment #28: The California Regional Water Quality Control Board Sand Diego Region Order No. R9-2007-0001, NPDES No. CASOI08758, requires that all Treatment Control BMP for a single Priority Development Project be collectively sized to comply with the following numeric sizing criteria: i. Volume-based treatment control BMPs shall be designed to mitigate (infiltrate, filter, or treat) the volume of runoff produced from a 24-hour 85th percentile storm event, as determined from the County of San Diego's 85th Percentile Precipitation Isopluvial Map; or 11. Flow-based treatment control BMPs shall be designed to mitigate (infiltrate, filter, or treat) either: a) the maximum flow rate of runoff produced from a rainfall intensity of 0.2 inch of rainfall per hour, for each hour of a storm event; or b) the maximum flow rate of runoff produced by the 85th percentile hourly rainfall intensity (for each hour of a storm event), as determined from the local historical rainfall record, multiplied by a factor of two. The two bio-retention sand filters were sized following the first numeric sizing criteria for a volume-based treatment control BMP. Although the existing land use of the project site has a runoff coefficient of 0.41, the existing storm drain pipes were sized with the assumption that this land will be eventually developed to a mix of commercial and residential land use. For this reason, when determining the runoff generated by the site to size the existing infrastructure, it Ly...-Q1) MND 05-012 - Response to Comments Page 20 007 was assumed that the runoff coefficients were between 0.70 to 0.90 and therefore, the existing storm drain system is adequate In addition, the City, as mandated by the California Regional Water Quality Control Board, required that this project implement Low Impact Development (LID) BMPs to minimize directly connected impervious areas and promote infiltration. Comment #29: There appear to be only 3 BMP planters or basins or porous decorative stone areas. Considering the number of roads they should all be made of porous substances or at least include some kind of biocells. There are only 3 sand-filled percolation basins. This really seems quite inadequate especially since it is only designed for a 2-year event. Response to Comment #29: To the maximum extent possible, this project implemented Low Impact Development (LID), Source-Control, and Treatment-Control Best Management Practices that combined will treat the identified pollutants of concern. Pursuant to Tentative Map condition #16 and Conditional Use Permit conditions #17 and 20, the following BMPs will be required for the project: Low Impact Development (LID) BMPs . Narrower residential streets . Alternative pavers in the driveways . Common-area efficient irrigation . Runoff-minimizing landscape design . Efficient landscape maintenance Source-Control BMPs . Storm drain stenciling and signage . Material and trash storage area design . On-lot treatment measures . Homeowner outreach . Lawn and gardening practices . Water conservation . Hazardous waste management . Trash management . Outreach for commercial activities Treatment-Control BMPs . Bio-retention sand filters Comment #30: Noise - The occasional freight train is daily at 2 or 3AM and it blows its air horn at every crossing. It can be heard starting in National City at 43rd until Palm Ave. in San Diego the neighbors st:ry, especially when the east wind blows. This report was prepared based upon the outdated traffic report of 11/05, which grossly underestimates the traffic and therefore the noise. The 201 O-estimated traffic in the traffic report is less than the actual count for 2007 and therefore invalid. It is foolish to 4-~\ MND 05-012 - Response to Comments Page 21 007 put people's patios on Palomar. There is nothing pleasant about listening to 56,000+ cars going by. This is not useable open space. These patios should be within the project area not on a street with this high a traffic volume. Keeping windows closed and using air conditioning in order to deal with the excessive noise is not a sustainable building practice. Again there is inadequate information provided to allow the public to make a valid judgment as to the environmental impacts of the project. Response to Comment #30: See Response to Comment #7 and #10. Project specific noise mitigation measures # 9, #10, #11 and #12 found in the Mitigated Negative Declaration, will ensure that the project complies with the City of Chula Vista Noise Standards. Noise from the occasional freight train was also evaluated by the Noise report. Comment #31: Actually the buildings should be backed away from the street perhaps behind a wall and trees. The variance for setback is ridiculous and unhealthy for the residents. This is not a relatively quite 2 or 4 lane street in a downtown. This is a 56,000+-vehicle 6 lane major thoroughfare. There are numerous semi trucks passing by here to Wal-Mart, Office Depot, Food For Less, Target, Michaels, Costco, etc. Infact if measurements were taken the air quality from this traffic mix might be as deadly as within 500 feet of a freeway. There is nothing pleasant about being on this street. In fact it might be dangerous to have sliding glass doors and patios, which can be easily broken into facing a major street such as this. 60-inch high solid walls may reduce the noise but they will also block breezes, sunlight, and views and can be jumped relatively easily. Response to Comment #31: See Response to Comment #10. The proposed building setback along Palomar (2 -3 feet) is intended to create a more urban edge between the proposed building and the sidewalk and Palomar Street. While the proposed setback would be modified from the standard in the Zoning Ordinance for the Central Commercial (CC) Zone, the reduction in the setback would afford the project a more urban and pedestrian-oriented character by being closer to the sidewalk, as compared with a suburban type of development with larger front setbacks. In addition to the urban and pedestrian orientation afforded by the projects interface with Palomar Street, the SANDAG TOD grant project would provide 5 feet oflandscaping along Palomar with Cypress trees to create a long stately row on each side of the street and aligning the walkways with Myrtle hedges to create a comfortable separation zone from busy traffic for pedestrians. The pedestrian walkways will be 5 feet of sidewalk provided through the grant with an additional 1.5 to 6 feet (varies) provided by the Bayvista Walk in order to provide wider sidewalks (minimum 6.5 feet). Access to the Palomar trolley station would also be enhanced with thirty two (32) of the units accessing directly onto Palomar Street and the remaining units provide a clear pedestrian access and connections through the site to the trolley station. Comment #32: Traffic- As already mentioned several times the traffic report is outdated and inaccurate. The intersections of Walnut and Palomar and Frontage and Palomar are 4,-'11.. MND 05-012 - Response to Comments Page 22 of37 already F and the rest of the street is D for more than 2 hours a day, and may change to F when the traffic from this project is added Cummings clearly states that under capacity roads need to be fixed before any new development takes place. (19.80.030 No development without adequate public services and facilities. A. If the existing major city streets and thoroughfares do not have the capacity to accommodate the proposed development without substantially altering existing traffic patterns or overloading the existing street system, then construction or widening of a major link or links in the major traffic network shall be staged as necessary to ensure the quality of existing traffic flow is maintained.) Response to Comment #32: See Response to Comment #11 and #12. As analyzed, the project has no direct or cumulative impacts that would adversely affect the level of service at the intersections of Palomar Street and Frontage/Walnut. However, pursuant to Tentative Map condition #24, the Applicant shall pay all applicable Western Transportation Development Impact Fees (WTDIF) at the rates in effect at the time of approval of the [mal map or building permit. Comment #33: Since these intersections are already F and there apparently is no way to improve them. The project needs to be delayed until such time as the volume/capacity of the roads can be increased. Inaccurate information was given to the RAC by a city employee who admitted to a citizen that he was wrong because he used the wrong SANDAG budget information when he told the RAC 1-5 would be widened all the way to the border and the bridge and off ramps causing the major problem here would be widened He declined to correct himself in public, and Ann Hix's brushed it off as "There is always inaccurate information given at these meetings." (This upset our citizen because he thought people were inclined to assume staff told the truth.) This is simply not acceptable. The report mentions a future alternative to relieve congestion. This alternative in the likely SANDAG budget scenario will only go as far as J Street and therefore have no effect upon Palomar. The bottom line is that increased density is not appropriate here because of the current congestion that probably will continue to worsen and there is no plan at any level of government to improve the situation. Response to Comment #33: See Response to Comment #11. For impacts to the 1-5 freeway segments identified in the 2005 General Plan Update, Table 5.10-4, the 1-5 freeway will need to be widened to provide additional capacity, depending on the segment, as shown on the most recent SANDAG Regional Transportation Plan. Since the freeway system is developed and managed by Caltrans, the City has only limited ability to affect the level of congestion on these roadways, as such, mitigation is not within the authority of the City of Chula Vista sufficient to avoid the cumulative contribution to traffic on this roadway and the impact remains significant, as previously concluded in the General Plan EIR. Comment #34: This is a clear Environmental Justice issue. This community and indeed the entire southwest have been forced to endure an unequal share of the impacts of regional traffic congestion. The intersection of Orange and 805 was widened to provide some relief for the more affluent users in the east, but neither the city nor the county nor 4-~ MND 05-012 - Response to Comments Page 23 007 the state have any plans to relieve the congestion here in the foreseeable future. At the very least the fair thing to do is to limit the increased density to minimize the increased congestion to the degree possible. The project is said to be a cumulative impact of 5%. This is an unjust increase upon an already impacted community. The two paragraphs under 1-5 South Corridor Study are misleading and do not reflect the recent report presented to the public by SANDAG, which clearly indicated no possibility of a budget being implemented that would relief congestion on Palomar Street. Response to Comment #34: See Response to Comment #11 and #33. The Palomar Street overpass and related intersections of the 1-5 off-ramps are within Caltrans right-of- way and the City therefore relies on Caltrans for maintenance and any needed improvements. Comment #35: Cummings makes no distinction between freeways or surface streets. It also emphasizes capacity. The city's own capacity studies clearly show Palomar is already way over capacity. 5% more is not acceptable. Both the MND and the Traffic report acknowledge that the intersection of Frontage and Palomar is and will continue to be F. This is an unmitigatable negative condition that the project would cumulatively make 5% worse. Unless the city wants to do an EIR and declare over-riding conditions, which in itself is a violation of Cummings this project must be denied under CEQUA. Response to Comment #35: See Response to Comment #1 1 and #12. Comment #36: Mitigations - Air Quality: The mitigations are inadequate. There is no AQIP, which is required by the city. There is no indication on the plans as to which architectural coatings will be applied It is not adequate to say this will occur before a building permit is issued. It must be part of the environmental document or the public's right to know is not fulfilled Response to Comment #36: See Response to Comment #22 and #25. Comment #37: Hazards: This statement is out of date. The directions in the letter dated 8/15/07 must be adhered to. Response to Comment #37: See Response to Comment # 2 and #26. Comment #38: Hydrology/Water Quality:" Courts have held EIRs to be inadequate when the mitigation measure "does no more than require a report be prepared and followed, or allow approval by a county department without setting any standards."1 This is substantially what this MND does when it refers water quality issues to the city's Storm Water permit, which is not specific to this project. It is impossible for the public to be assured of compliance with these plans without more specific information about BMP's and a commitment to use Low Impact Development Techniques as recommended for all projects by the RWQRB. I Endangered Habitats League, Inc. v. County of Orange, 131 Cal.App.4tb 777, 794 (2005). 4/q~ MND 05-012 - Response to Comments Page 24 007 Response to Comment #38: All development projects are required to follow the City of Chula Vista Subdivision Manual and comply with the California Regional Water Quality Control Board Sand Diego Region Order No. R9-2007-0001, NPDES No. CASOI08758. Please note that as part of approval of a Water Quality Technical Report, each project must identify the pollutants of concern that will be generated by the land use, and following the guidelines of the City's Storm Water Permit, implement Low Impact Development (LID), Source-Control, and Treatment-Control Best Management Practices. In addition, the project will be conditioned to comply with all grading permit requirements, pursuant to mitigation measures #5, # 6 and #7. Comment #39: The Hydrology report states that their bioretension facilities are only designed for 2-year storms and greater events will bypass these units. The lack of open space in the project for which a variance is being asked precludes the use of vegetated swales. Therefore the water quality issues have not been fully mitigated either. Response to Comment #39: Please see response to Comment #14, #28 and #29. Comment #40: Noise: The use of air conditioning causes a negative impact on energy resources, which the general plan EIR showed to be strained and potentially inadequate for the development, contemplated for buildout. The mitigations suggested in the noise study may be inadequate, because they are based upon an outdated traffic study and traffic was found to be the greatest source of noise. The public is deprived of the information needed to fully evaluate this situation, because the outdated traffic report contains inaccurate data. Response to Comment #40: See Response to Comment #7, #10 and #30. Only the northerly facing units are being required to install air conditioning units by mitigation measure #12 of the Mitigated Negative Declaration. Comment #4i: Traffic: This mitigation was already assigned 12/20/06 to Marsella Villas project. This mitigation will eliminate left turns and therefore put almost all of the traffic from this project onto industrial. This impact was not analyzed at all in the traffic report or the MND. This large omission must be corrected, because this is another intersection of concern. Response to Comment #41: See Response to Comment #5, #6 and #10. The City Traffic Section has reviewed the proposed mitigation improvement and found that there are no direct or cumulative impacts that would adversely affect the level of service on Industrial Boulevard. Comment #42: Environmental checklist Form: III This project does contribute significantly to an existing or projected air quality violation-CO or at the very least does not help the city's reduction goal, because low impact development techniques are not being used and air conditioning is being provided and recommended for use due to excessive noise from traffic. 4--~ MND 05-012 - Response to Comments Page 25 of37 Response to Comment #42: See Response to Comment #23 and #25. Use of air conditioning units is an acceptable mitigation for noise abatement. Only the northerly facing units are being required to install air conditioning units by mitigation measure #12 of the Mitigated Negative Declaration. General reduction measures including that this is an infill project that is in close proximity to a public transit station are important factors that contribute to the reduction of CO gases. Specific reduction measures will be outlined as part of AQIP that will be fmalized at the building permit stage. Comment #43: If a variance is given for setbacks residents will be excessively close to a very high traffic road and there is growing evidence that this will cause children, seniors and adults with respiratory problems ill effects. (ARB Land Use Handbook and other sources) Response to Comment #43: See Response to Comment #30. The project design features will be done in accordance with the provisions of an approved Precise Plan. No threshold of significance standards have been established by any local, state or federal regulatory agencies that would allow an adequate analysis, conclusion, recommendation or mitigation of the described concern. Comment #44: V The Cultural Resources Survey is completely inadequate. The one for Marsella Villas showed a huge number of sites within a mile of this property, but the report for this project only deals with the site itself This is inadequate and does not meet CEQUA standards Response to Comment #44: The archaeological report prepared by Brian F. Smith and Associates provided the level of information required by the City to satisfy CEQA requirements for the evaluation of potential impacts to cultural resources of a project. The one-mile-radius statement applies the review of records information for a one-mile radius to observe the pattern of recorded archaeological sites in the area. However, since no resources were identified on the project, a lengthy discussion is not relevant. Furthermore, detailed information regarding archaeological sites in the area is not meant to be available to the public. On Page 6 of the BFSA report, the statement is included that nine archaeological sites are recorded within a one-mile radius. The Confidential Appendix supplied to the City for this project includes all of the records information. The size of a report is not the measure of adequacy. All of the pertinent information required for CEQA review was included. The fact that the records searches and survey of the property did not reveal any cultural sites is sufficient information to conclude the project will not impact any cultural resources. Comment #45: VIII There is a potential for increasing pollutant discharges because the project is not using low impact development techniques and has inadequate amount of pervious surfaces to absorb and treat runoff. The report did not adequately analyze the ultimate destination of the runoff so it is impossible to evaluate how it would impact the current drainage system. Another example of the public being deprived of it right to ~-'\\.t MND 05-012 - Response to Comments Page 26 of37 information needed to make an accurate judgment as to the validity of the environmental document. Response to Comment #45: Please see response to Comments # 27, 28, and 29. Comment #46: IX The project requires a CUP. A CUP requires the following findings. which cannot be made given the current description of the project: Response to Comment #46: Pursuant to CVMC 19.14.080, findings related to the CUP will be included in the CVRC Resolution. Comment #46a: 1. This project provides no service or facility that contributes to the general well being of the neighbors or the community. Infact it adds to the impact of excessive traffic congestion that has been imposed upon this low income ethnically mixed community. Response to Comment #46a: The proposed project will enhance the livability of Chula Vista by implementing the adopted 2005 general plan in creating a high density mixed use transit oriented development project. In addition to providing new high density housing across the street from the Palomar Trolley station the project will also remove an underutilized blighted asset from the community. The project upon completion will have an increase in assessed valuation of approximately $60 million. This translates into about $600,000 dollars in annual gross tax increment to the redevelopment agency of which the Agency will receive approximately $240,000 annually while the County, and School Districts share in the remaining $360,000. Comment #46b: 2. This use will be detrimental to the health. safety and general welfare of persons residing in the vicinity. It will add to the burden of significant traffic congestion without offering any mitigation. It will also pay inadequate park fees and no traffic fees since these have not been set at a level equal to or higher than in the east. It will also not contribute toward upgrading the drainage of the area or providing missing infrastructure. The city has a grant to provide cosmetic improvements including sidewalks, gutters. etc. for the Palomar area. While homeowners and small businesses are required to bear all this expense themselves. This project will bear none of the expense. This is unfair and more evidence of how certain developers run the city. Response to Comment #46b: See Response to Comment #11, #12, #31 and #51. Comment #46c: 3. This property will not comply with regulations and conditions specified in this code for such use. It will not comply with regulations for '1-q~ MND 05-012 - Response to Comments Page 27 of37 multifamily in CVMC especially those relating to multifamily residential per R-3 zone, setbacks and offstreet parking. The project is requesting a 66% reduction in useable open space and a reduction in setbacks from the sidewalk. This is detrimental to the health and welfare of the potential residents due to the extremely heavy traffic on Palomar. Response to Comment #46c: See Response to Comment #31 and #50. The project complies with all regulations of the CC wne as modified by precise plan standards adopted for the subject parcel based upon section 19.14.576 of the Chula Vista Municipal Code. The proposed Precise Plan Modifying Standards related to open space and front building setback are not detrimental to the health, safety or general welfare of persons residing or working in the vicinity, or injurious to property or improvements in the vicinity. The reduction in open space and front building setback would allow the construction of a project with an urban character and pedestrian orientation, as mandated by the Transit Focus Area designation of the City's 2005 General Plan. As proposed, phase one of the project contains a two-car garage for each of the residential units, plus 28 parking spaces for visitors. However, the modified standard proposed parking is that the majority of the garages provide tandem parking (one space behind the other) instead of side by side parking. Of the 104 residential units, 76 have garages with tandem parking. Each of the spaces, standard or tandem, would be assigned to an individual unit and contained within an enclosed garage for the unit. CVMC 19.62.020 (E) indicates that tandem parking shall not qualify as required parking unless specifically approved by the Planning Commission. This review and approval authority has been delegated to the Chula Vista Redevelopment Corporation pursuant to CVMC 2.55.050. Tandem parking within a 10 ft x 40 ft. garage serves the same purpose as side by side parking. A garage of 400 square feet of space can still accommodate two vehicles and the two spaces would be available to the residents of the assigned unit. Staff also believes that this parking situation takes on a lesser importance because the proposed project is so close to the trolley station and allows for a more compact development at the densities envisioned by the General Plan. The proximity to the trolley station offers residents an important public transit alternative to the private automobile. Comment #47: There is no evidence that this project is complying with 19.09.050 Requirement for public facilities finance plans, air quality improvement plans, and water conservation plans. No application for an SPA plan, or, if an SPA plan is not required, no application for a tentative map, shall be deemed complete or accepted for review unless: Comment #47a: 1. It is accompanied by a PFFP, which has been approved by the city; There is no indication that the applicant is working on such a plan. Townhomes require a tentative map. This project should meet the requirement of a PFFP. .It - 9<z MND 05-012 - Response to Comments Page 28 007 Response to Comment #47a: Pursuant to CVMC 19.09.110 B., a project specific PFFP is not required. As conditions of project approval, the project would be required to contribute its fair share to finance identified public facilities and services. See Response to Comment #12. Comment #47b: B. Air Quality Improvement Plans. No application for an SPA plan, or. if an SPA plan is not required, no applicationfor a tentative map, shall be deemed complete or acceptedfor review unless: 1. It is accompanied by an air quality improvement plan which has been approved by the city; or 2. An air quality improvement plan which includes the project has already been initiated; or 3. The applicant initiates the preparation of an air quality improvement plan in such form and/or containing such information, including maps, drawings, diagrams, etc., as the city director of planning and building shall require. There is no indication that the applicant has submitted or plans to submit an AQIP. Response to Comment #47b: See Response to Comment #25. Comment #47c: C. Water Conservation Plans. No application for an SPA plan, or, if an SPA plan is not required, no application for a tentative map, shall be deemed complete or acceptedfor review unless: 1. It is accompanied by a water conservation plan, which has been approved by the city; There is no indication that the applicant has submitted a water conservation plan. In fact there is no landscaping iriformation to indicate what plants applicant plans to use, including the required native plants. This is a glaring missing part of the normal plans. Response to Comment #47c: See Response to Comment #25. Comment #47d: D. No SPA plan, nor any tentative subdivision map, shall be approved, or deemed approved, without an approved P FFP, an approved air quality improvement plan and a water conservation plan. To provide consistency and implementation of said plans, the city council may impose any condition to the approval of an SPA plan or tentative subdivision map necessary to implement the PFFP, the air quality improvement plan, the water conservation plan, the growth management program, or the master facility plans. E. No final map shall be approved until all the conditions of the PFFP, the water conservation plan and the air quality plan have been met, or the 4- '\ ~ MND 05-012 - Response to Comments Page 29 of37 project applicant has provided adequate security to the city that said plans will be implemented. F. No other discretionary planning approvals shall be granted unless the city council finds that the project is consistent with an approved P FFP, an air quality improvement plan, and a water conservation plan. G. No building permit shall be issued unless the permit is consistent with any applicable PFFP, the air quality improvement plan and the water conservation plan and all applicable fees, including, but not limited to, development impact fees, traffic impact fees, drainage fees, school fees, park fees, sewer fees, water fees, or other development fees adopted by the city council, have first been paid or provision for their payment has been made to the satisfaction of the city council. H No development shall occur in a PFFP area if the demand for any public facilities and services exceeds capacity and it is not feasible to increase capacity prior to completion of development unless means, schedule and financing for increasing the capacity is established through the execution of a binding agreement providing for installation and maintenance of such facilities or improvements in advance of the city 'sphasing schedule. (Ord. 2790, 1999; Ord. 2448 S 2,1991). H Above Clearly indicates that this development cannot occur because it is acknowledged that the traffic on Palomar exceeds capacity and it is not feasible to increase capacity at this time. Response to Comment #47d: See response to Comment #12, #47a, #47b and #47c. Comment #48; XII The project will induce substantial population growth in the Palomar Gateway area through the building of 154 dwellings on 3.4 acres of now vacant land This will be 400 or more new people, including children who will have no safe place to play. Response to Comment #48: With the recent update of the General Plan, the Montgomery Specific Plan was repealed and replaced with a new vision for this area of the southwestern portion of the City. The General Plan Land Use and Transportation (LUT) Policy 43.4 and 43.5 for this area state that development projects: "Provide a mix of uses with afocus on retail and some office uses along Palomar Street in the Mixed Use Transit Focus Area, with residential uses above and/or behind the retail and offices uses. " and; "Provide a mix of local-serving retail and office uses near the Palomar Trolley Station and at the Gateways into the Palomar Gateway District. " The proposed project site is currently zoned CT-P, which is a commercial zone that does not allow residential development. Since the CT-P zone does not allow residential development, the General Plan policies cannot be implemented by this zone. The CC +lD1) MND 05-012 - Response to Comments Page 30 of37 zone is currently the only zone district which allows development of mixed-use projects through the issuance of a conditional use permit (CVMC 19.36.030 (0)). Therefore, rezone of the project site from CT-P to CC-P would allow the proposed mixed-use project and implement the General Plan's vision and policies for this area of the City. The proposed CC zone will contribute to the public convenience and general welfare by further assisting in the implementation of the General Plan MUR land use designation for the site. In relation to residential density within the area, LUT Policy 43.6 of the General Plan states: "In the Palomar Gateway District, residential densities within the Mixed Use Transit Focus Area designation are intended to have a district-wide gross density of 40 dwelling units per acre. " The overall project proposes 154 units on 4.89 acres, which results in a density of 32 dwelling units per acre. This density is consistent with the City's General Plan policy for the site and represents the maximum density permitted by the proposed CC zone. While this is less than the goal of 40 DUlAC for the entire Palomar Gateway District, it is equally important to provide a mix of densities throughout the District, with higher densities adjacent to the trolley station as proposed on Lot 2 (56 du/acre) and lower densities to the west and south of the subject site (26 du/acre). It is anticipated that more dense projects will be developed in the future that will bring the average density up to meet the goal for the overall District. The proposed residential density would provide an urban, pedestrian-oriented project design that would complement the Palomar Trolley Station and be compatible with the surrounding land uses. Comment #49: XIII It is unclear ifmore public infrastructure will be needed because the drainage study was incomplete. Response to Comment #49: See Response to Comments #3, and 27. Comment #50: Clearly more park space will be needed because an inadequate amount of public and private space is to be provided by the project to accommodate the residents. XlV. There is inadequate open space, which may induce residents to use nearby park excessively. Response to Comment #50: Pursuant to Tentative Map condition #24, the Applicant shall pay all applicable Parkland Acquisition and Development Fees (pAD fees) at the rates in effect at the time of approval of the map or building permit in accordance with C.V.M.C. Chapter 17.10. CVMC 19.28.090 requires the provision of 400 square feet of usable open space for 1 and 2-bedroom units, and 480 square feet for units with 3 or more bedrooms. The open space may be provided in common usable open space areas, private patios, balconies, or common recreational facilities. In accordance with the standards set forth by Section Lj,- rb \ MND 05-012 - Response to Comments Page 31 007 19.28.090 and the proposed unit mix (40 one and two-bedroom and 64 three-bedroom), the total usable open space requirement for the project would be 46,720 square feet. The project's proposed open space is 35,730 square feet, which represents a difference of 10,990 square feet (24% reduction) of use able open space. The open space provided by the proposed project consists of one large common area (approximately 5,800 sq. ft.) in the northern section of the property, next to Palomar Street, that contains a variety of elements including a tot lot, grassy area, barbeque pits and several arbors, and is protected by a decorative wall along Palomar Street. Another common area (approximately 4,380 sq. ft.) is located along Frontage Road that is made up of grassy area and landscape areas, which serve for passive recreation. A third major common area is represented by a paseo that extends along the center of the site, between the interior building structures, in a north-south direction. This area offers a major pedestrian connection between the southern driveway, the large common area and Palomar Street. Another open space element that is part of the proposed project is represented by decks and balconies at each of the residential units. Community Development staff has been working with the applicant on a variety of ways to enhance the proposed open space areas in order to make it more useable for the residents and reduce the open space deficit to the maximum extent possible. Comment #51: XV The checklist acknowledges that the project will cause an increase in traffic. This is not mitigated by the project in any w~. It will result in a change in traffic patterns, since it will substantially increase the traffic on Industrial Blvd This could increase the safety riskfor pedestrians. Mr. Quinones was hit by a hit and run driver and killed because there was no curb cut on Ada last year. The planned improvements for Palomar m~ or m~ not allow people to use sidewalks instead of being force into the street. The design features of these townhomes will have entrances to garages opposite each other in close proximity this could increase the hazard of collisions when drivers, especially with larger vehicles enter or exit their garages. This is a questionable design feature as are tandem garages, which require moving cars in and out of spaces continually and could cause hazardous conditions. Response to Comment #51: See Response to Comments #41. In 2006, the City received a SANDAG Transit Oriented Design (TaD) grant to provide $2.1 million for street and pedestrian improvements along Palomar Street, Industrial Boulevard and at the Palomar trolley station. The improvements will include traffic calming features, landscaping and streetscape amenities to augment the Transit Focus Area General Plan goals. The pedestrian walkways will be 5 feet of sidewalk provided through the grant with an additional 1.5 to 4 feet (varies) provided by the Bayvista Walk to provide a total width of 6.5 to 9 feet of walkway. Additionally, the grant project is building enhanced pedestrian crossings at the Industrial Boulevard/Ada Street and Industrial Boulevard/Palomar Street intersections. The City Traffic Section has further reviewed the proposed Palomar Gateway Beautification improvements with respect to this project and found that there are no direct or cumulative impacts that would adversely affect the level of service. if- I~ '1- MND 05-012 - Response to Comments Page 32 of37 All of the residential buildings have a two-car garage for each dwelling unit. Each garage has access from a 24-foot driveway that runs in the middle of two building or by the rear of the buildings that front on Palomar Street. These driveways provide adequate space for turning movements and vehicles exiting garages. The driveway dimensions comply with CVMC Chapter 19.62.020, which requires that two-way driveways have a width of 24 feet. This driveway dimension also complies with the Fire Department minimum requirements for access to fire equipment. Comment #52: XVI The city currently will be over capacity for wastewater if development continues. This project will add to this problem. The city has not yet dealt with what is to be done to alleviate the problem of not having sufficient fUture capacity. Until such time as the city deals with this very expensive problem, every project has a potential negative effect upon the wastewater system. There currently are no water lines or sewage lines or drainage pipes on the property all of these will need to be added The city has not met its recycling goals so the life of its landfill is not as long as previously predicted and every new project adds to this problem. Response to Comment #52: According to the GMOC 2007 Annual Report, flows in the City sewer facilities are all currently within acceptable engineering standards. The project will be required to contribute their fare share toward the acquisition of sewer capacity by paying the currently approved sewer capacity fee. Comment #53: XVII Thresholds: a. The library currently does not meet its threshold and will not until Rancho Del Rey Library is built. Every new project increases this gap. fL Police currently do not meet their Priority two threshold and have not for some time. Every new project contributes to this problem c. Traffic: The intersections adjacent to this project are operating significantly below the I991 levels and worsening. This project will contribute a cumulative effect to this non-compliance and should not be built. d Parks and Recreation: the west has less than 1 acre per 1,000 people, every increase in population without an increase in park space or adequate payment of parkfies makes this situation worse. This project will not pay an adequate park fie so it is contributing to not reaching the threshold ~ Drainage: the report is inadequate because it does not deal with the entire system the project contributes to so it is impossible to evaluate this, which is in itself a violation of CEQUA which requires that the public be provided with all information to allow for a decision on the project. i Sewer: There was no indication in sewer report of project being required to provide improvements. Cumulatively every new connection puts further strain on the system. San Diego maintains the main lines going to Point Loma and their condition is questionable. &- Water: We are being asked to cut back 20 gallons a day due to drought conditions. Obviously adding users makes our water situation increasingly precarious due to state and fideral policies and over reliance upon imported 4--- \ 1:> ~ MND 05-012 - Response to Comments Page 33 of3 7 water. Sweetwater provides much of its water locally, but every new resident forces the SWA to import more water and puts us all at risk. Response to Comment #53: See Response to Comment #3, #12, #25, #47a and #52. Comment #54: XVIII b. The project will add to the significant cumulative effects a/the projects completed on Ada Street and planned for Ada Street. These projects have created cars parked bumper to bumper along both sides of the street as well as added wear and tear on the streets and strains on the drainage system between Ada and Dorothy. This project will add to these problems that negatively effect the quality of life of existing residents. These effects are cumulatively significant as are the effects to water, sewer and solid waste capacity when viewed cumulatively. Response to Comment #54: See Response to Comment #5, #20, #27 and #52. The sewer study analyzed the impacts of this project and the capacity of the city sewer facilities to serve surrounding uses. The project is in an infill project in compliance with the City's general plan land use designation. There is no evidence based on the analysis found in the technical reports prepared for this project that demonstrate a cumulative significant impact for water, sewer and solid waste capacity. Comment #55: c. The project will cause significant negative effects upon the human beings who will inhabit it in that they will be exposed to excessive noise and air pollution that have well documented negative effects upon physical, emotional, social and psychological health. (League for the Hard of Hearing's NOISE & HEALTH FACT SHEET, NOISE POLLUTION, Electric Library presents Encyclopedia. com, http://www.newscientist.comlnews/-Ithaca. NY, 5/22/2001) The mitigations offered are minimal and will not fUlly mitigate these negative effects. The traffic situation as acknowledged in the outdated traffic report and the MND is a clear exasperation of an existing non-compliance with a standard (traffic will not worsen from 1991 levels). This clearly is above a violation of a CEQUA standard of significance. Projects that add even cumulatively to a violation of a standard must be found to cause a significant negative effect, which requires mitigation or an EIR and a statement of Over-riding Conditions. Response to Comment #55: See Response to Comment #7, #11, #13 and #30. Theresa Acerro's emaiI (Rec'd on 8/23/07) Additional Comments on MND for Bayvista Walk: Comment #56: Cultural/Historical Report The report I was given a copy of is totally inadequate. It deals with the site alone. Law requires a mile around the site. the report for Marasella Villas (that could be used here) was over 10 pages and had all kinds of interesting information. This report is inadequate. Response to Comment #56: See Response to Comment #44. Lfr l~ MND 05-012 - Response to Comments Page 34 of 37 Comment #57: Since a subdivision map is required according to Cummings a PFFP is also required. Where is this report? It needs to be evaluated before the project can be approved. These are Townhomes which is a subdivision. The PFFP is part of the review process. Response to Comment #57: CVMC 19.80 ("Cummings") does not require preparation ofa PFFP. See Response to Comment #12 and #47a. Comment #58: The city is 35% worse off as far as co is concerned since 1991. According to growth management threshold air quality is supposed to improve. What is this project doing to improve the situation? Reports aren't adequate. What is LEED certification? What is project doing to produce its own energy? Are tankless water heaters being used? Olsen's promotional materials tout green building techniques. Is the southwest not good enough to have a quality green project from this developer? Response to Comment #58: See Response to Comment #25 and #42. According to the GMOC 2007 Annual report, the City is in compliance with the Air Quality threshold standard (page 1-28). Also, due to the projects proximity to transit, there is an expected increase in public transit ridership and fewer air quality impacts would result from individuals relying solely on the automobile. In addition, this project is an infill development proposal that is transit oriented being located directly across the Palomar Street Trolley Station. Projects of this nature typically use less energy for space heating and cooling than standard suburban development consisting of single-family detached residential homes. Comment #59: Environmental Justice demands that the community impacts be considered. This is the lowest income area of Chula Vista. It should not have another inferior project with excess traffic, inadequate parking and inadequate open space. we don't want a future slum here. There is inadequate space for children to play, excessive loss of permeable surface area, inadequate on site treatment of runoff by vegetation, and no use of energy saving sustainable building practices or energy generation that will reduce its carbon footprint by at least 35% common building practices are now exceeding standard. New state laws require greater reductions than project has. Response to Comment #59: See Response to Comment #20, #34, #46 and #57. The project is in an infill project in compliance with the City's general plan land use designation. There is no evidence based on the analysis conducted as part of the Mitigated Negative Declaration that adverse impacts to the environment have not been adequately mitigated. Theresa Acerro's email (Rec'd on 8/27/07) Comment #60: You are absolutely right about page 38. I don't know how I got it in my head to read across and not up and down. It does say that this will mitigate this 4--l t>5 MND 05-012 - Response to Comments Page 35 of37 particular intersection, but the entire stretch of road is still over capacity unless engineers get a different count than what they reported on TMP.CEQUAfortunately does not rely upon the city's thresholds which deliberately avoid using any data that show a problem. Road capacity is more in keeping with Cummings, which also says that roads must be worse than 1991. Looking at 1991 data is only way to actually tell whether roads meet threshold standard or not. I am 100% sure that Palomar exceeds this standard since Palomar Trolley Center was not there in 1991. It and Target are responsible for a huge amount of the traffic. You can include this comment in comments on MND, since now that it has been pointed out to me I realize we need data from 1991 to see whether this street exceeds city standard or not. Response to Comment #60: See Response to Comment #11, #12 and #31. Comment #61: page 17 in MND XV b. Would the project exceed, either individually or cumulatively, a level of service standard established by the county congestion management agency for designated roads and highways. I wonder what county service standard is? I bet it has to do with capacity? Response to Comment #61: The City of Chula Vista utilizes our own Growth Management (GMOC) and traffic standards for City owned streets. Theresa Acerro's handwritten note (Rec'd on 8/27/07) Comment #62: XIII Environmental Checklist - Schools 8/18/06 SUHSD concerned wants Mello-Roos neg. impact expected CPH/CPM 9/28/06 CVESD Difpays only 25% of cost of housing students wants CFD to get funding to avoid impacts. Response to Comment #62: Pursuant to the comment letter received from the CVESD on June 27, 2007 and CEQA, the district requires standard school fees are paid and encourage but do not require the formation of community facility funding districts such as a Mello-Roos District. A condition of approval will require the applicant to pay the applicable school impact fee. Comment #63: Concern about sewage because report shows 15" pipe when Ind Has 12" and City's report on 3/05 showed maximum level reaching 6.8". 75% would be 9" Report does not appear to include new condos on Ada which must also use this pipe. Where is documentation to show Luis Pelayo's concerns were dealt with? Is there a new report? Response to Comment #63: Prior to the approval of the project, the developer will be required to ensure to the satisfaction of the City Engineer that adequate capacity for its project will be available on or before the date that a unit or units are completed. Development shall not occur without adequate sewer capacity as determined by the City Engineer. Building permits will not be issued if the City Engineer has determined that 4-- I ()te MND 05-012 - Response to Comments Page 36 007 adequate sewer capacity does not exist. All development must comply with the Municipal Code, specifically M.C. Sections 19.09.010 (A) 6and 13.14.030. Comment #64: At Com Dev. I did see draft AQIP and H20 Conserv. Plan but where is final? Response to Comment #64: See Response to Comment #24, #25, #47a, #47b and #47c. Jim Hunt's email (Rec'd on 8/27/07) Comment #65: Ms. Theresa Acerro, our Southwest Chula Vista Civic Association President is not alone in her concerns on the MND Bayvista Walk, case No. IS-05-012. There are many residents in our area who are Spanish speaking and or don't own a computer. If all the residents in the southwest section of Chula Vista could communicate their concerns on how they're treated and not listened to, your office would be overwhelmed with complaints. For too long the City ofChula Vista has neglected Southwest Chula Vista and now that there are changes that impact us we want to know how these changes will be done. Ms. Theresa Acerro attends many city meetings and stays on top of what happens or will happen. She keeps the Southwest Chula Vista Civic Association informed and for many this is how we know what is being done. Many residents because of advanced age and lack of convenient transportation are unable to attend city meetings. I suggest that meetings should be conducted in Southwest Chula Vista that impact Southwest Chula Vista. If this was done and the residents understood, could voice their opinions, and were listened to what is at stake, there would be more harmony and satisfaction among the residents. Please consider this and keep us informed, not after the developers start developing, but in the beginning, the middle and what the end result will be. The residents want to have their thoughts and concerns a part of this process. Response to Comment #65: Comments noted. See Response to Comment #18 and #19. Theresa Acerro's em ail (Rec'd on 8/28/07) After Comment Period Ended Comment #66: The traffic for industrial has been computed incorrectly. Too few cars are mentioned for morning and evening from Project planned for corner of Ada and Industrial. There are 90 townhomes. This means there must be 90 workers, more likely closer to 180 commuting morning and night. The vast majority of these workers will go to Palomar to get to work. Very Jew will head toward Anita, since there are far far fewer jobs to the south than to the north. it is now possible to actually measure how many people from three condo projects now complete travel this way daily, although this 4- \~\. MND 05-012 - Response to Comments Page 37 of37 number will have to be increased because many of these people now use Frontage and when median is built will not use frontage any longer. as stated previously ahuge gap in the Traffic Report is an insufficent and inaccurate analysis of traffic on Industrial, which will significantly increase (by 1,000 or more cars with the Bayvista Walk project. this is a direct impact. I am not sure how Industrial can be classified as a class II collector since the street lights aren't as close together as in the ordinance are they? Response to Comment #66: See Response to Comment #4, #10 and #11. 1-- \ u<f Attachment 4 ~Vt- .... ~l' ~ ~ OTYOF (HULA VISTA Community Development Department Memo TO: Members of the Redevelopment Advisory Committee FROM: Stacey Kurz, Senior Community Development Specialist Miguel Z. Tapia, Senior Community Development Specialist DATE: August 2, 2007 Review NO.2 of DRC-05-39 Bayvista Walk (765-795 Palomar Street) SUBJECT: Proiect DescriDtion: Bayvista Walk is a proposal for the construction of a mixed-use project consisting of multi-family residential and limited commercial uses on a vacant site on Palomar Street between Frontage Road and Industrial Boulevard (Attachment 1, Locator Map). As previously presented, the project is proposed to be developed in two phases. The first phase represents the development of the 4-acre portion (Lot 1) of the site to be developed with the 104-unit residential project. The second phase located on the eastern-most portion of the site (Lot 2) with an approximate area of 0.89 acres, is proposed to be developed with the mixed-use residential/commercial element that would contain an affordable housing component. This phase of the project includes the construction of a podium building structure with 5,000 - 10,000 square feet of commercial space on the first floor, 50 residential units on the upper floors of the building and 102 parking spaces on the first floor and subterranean level. Overall, the mixed-use project proposal being presented to the Redevelopment Advisory Committee (RAC) is for the construction of a two phased development consisting of 154 Townhome units, 325 parking spaces, and approximately 21,000 square feet of usable open space (see Attachment 2, Design Plans). The residential buildings in Phase 1 contain a density of 26 DUlAC. The proposed density for Phase 2 would be 56.2 DUlAC. Total proposed density for the combined project is 32 DUlAC. Overall, the site density is within the range of the General Plan mixed-use designation and maximum permitted density for mixed-use projects under the Central Commercial zone (32 du/ac). 4---- \D, Review No.2 - DRC-05-39, Olson Co. Page 2 August 2, 2007 Phase 1 would include design parameters that would insure Phase 2 provide the following: . Mixed-use development at General Plan level densities; . Affordable housing to meet or exceed project requirements; . Internal connection to Phase 1; . Continuous pedestrian access to transit; and . Integrated design elements with Phase 1. A concept building design and layout have been provided to illustrate how these elements can be achieved with the future development of Phase 2. The proposed project requires the processing of the following applications: environmental review application, design review application, re-zone of the site from CT-P to CC-P, Conditional Use Pennit application for the proposed commercial/residential project, a Precise Plan and development standards, and a Tentative Subdivision Map for the condominiums. The following city review bodies would consider the various aspects of the project: Redevelopment Advisory Committee, Planning Commission, Chula Vista Redevelopment Corporation, and City Council. Review and analysis of the project is based on the requirements of the Zoning Ordinance and the guidelines of the City's Design and Landscape Manuals. Proiect Location: The subject property is located on the south side of Palomar Street between Frontage Road and Industrial Boulevard. The site has been vacant for several years and was used as a temporary site for the sale of pumpkins and Christmas trees. The site is located within the area designated by the 2005 General Plan Update as the Palomar Gateway District. It is located close to the Interstate 5 ramps and next to the Palomar Trolley Station, one of the busiest entrances to the City and next to one of its most active commercial enclaves. Existing uses, General Plan and Zoning designations of adjacent properties to the subject site are as follows: Existina Uses General Plan Existina Zonina Desianation Site Vacant Mixed Use - Transit Commercial Focus Area Thoroughfare North Residential and commercial Mixed Use- Transit R-3 (Multi-Family ~_ \\0 Review No.2 - DRC-05-39, Olson Co. Page 3 August 2, 2007 uses Focus Area Residential) East Palomar Trolley Station Mixed Use -Transit S-94 Focus Area South Trailer park, multi-family High Density Residential R-2 P (one and and single-family residential two Family units Residential) West Hotel & Trailer park Mixed Use -Transit C-T (Commercial Focus Area Thoroughfare) Buildina Desian: The buildings are designed in contemporary urban architecture, with elements such as steel awnings supported by steel ropes, clean lines, simple box-like massing; flat parapet roofs, rectangular-shaped windows with minimum mullions and simple contemporary door and window trim. The building height ranges from three-story Townhomes (42 feet) to five-story mixed-use podium building (approximately 60 feet). Several tower elements (approximately 53' in height), located on the buildings along Palomar Street will serve as landmarks to designate this as the entrance or "gateway" into the City. Site Desian: As designed, the site will contain two 16-dwelling unit buildings fronting on Palomar Street, eight 9-unit buildings three stories high, and a five-story mixed-use podium building at the corner nearest the trolley station. Access into the site is on Frontage Road and Industrial Boulevard. These access points lead into a two-way driveway, running in an east-west direction along the south property boundary, which provides access to the private driveways leading into the garage of the individual units. Access into the mixed-use podium building is through the driveway entrance off Industrial Boulevard. Internal pedestrian circulation is provided through a system of walkways (concrete sidewalks) and paseos that connect the residential units to Palomar Street at various points. A wide landscaped area with a meandering path runs north to south through the development and connects to the large central open space area (containing a tot lot, a water fountain and other open space amenities), which terminates in an ornamental wall and pedestrian gate for residents to access Palomar Street. Another access point to Palomar Street is provided by a paseo between Lots 1 and 2 closer to the intersection of Palomar and Industrial. There are 32 homes in Lot 1 with front 4- \ \ \ Review No.2 - DRC-05-39, Olson Co. Page 4 August 2, 2007 doors facing Palomar with patio enclosures that establish a direct relationship to the street. This pedestrian circulation system in turn provides several access points that connect the residential project with the Palomar Trolley Station located across Industrial Boulevard. The future retail component will further enhance the relationship between the project and the transit station by creating additional pedestrian activity. In addition, pedestrian circulation will be provided between the Bayvista Walk project site and the recently approved Marcella Villas project to be built at the site located to the south. This will be achieved by extending one of the Bayvista Walk project's paseos across the southern driveway and through the southern property line to connect with the easement at the Marcella Villas site. As shown on the site plan, the pedestrian walkway will need to be modified in order to coincide and connect at the same point along the southern boundary line. A landscape concept plan was included with the latest project submittal. However, it has not been reviewed by the Landscape Planner and formal comments have not been formulated yet. On a preliminary basis, the landscape plan provides a balanced arrangement of trees, shrubs, vines, groundcovers and turf throughout the site. Additional comments regarding usability of landscaped areas are provided in the following section of this report. A thorough analysis of the landscape plan will be conducted by the City's Landscape Planner based on the guidelines of the Landscape Manual, and comments and recommendations will be provided to the applicant as part of the review process. The project's landscape concept will also be reviewed in relationship with the streetscape enhancement plan being prepared for Palomar Street and Industrial Boulevard. Discussion Items: A number of recommendations were made by staff, and were communicated both in the last memorandum addressed to RAC and in a later letter addressed to the applicant. The RAC initially reviewed this project on May 3, 2007 and expressed a number of concerns. Following the first RAC meeting, revised plans were submitted to the City by the Applicant. The following matrix summarizes the RAC comments generated at the May 3rd meeting and provides a summary of changes made by the applicant to address the issues. RAC Comments Applicant Response Staff Analysis . Lack of useable open space As part of the consideration of the Precise Plan, the applicant has requested a reduction on the open space requ irement due to the urban nature of this mixed- The proposed private and common open space presented on the plans does not meet the requirement of the Zoning Ordinance, which requires ... ". . Safe issues with Park 4- \ \ L. Review No.2 - DRC-05-39, Olson Co. Page 5 August 2, 2007 entrance on Palomar o Suggested reconfiguring and placing towards the back or middle of the site o Place in the center of the two pillars Palomar Frontage/Architecture . Project needs to make a bigger impression o Architectural landmark to showcase quality of development o The two buildings, 250' each, are too long and too flat o Articu lation to create more of an urban use development. As proposed the project will provide 20,726 sq. ft. of usable open space, which is a 66% reduction from the current CYMC requirements. The applicant has provided gated entrances along Palomar. The applicant has revised the northern elevation and internal buildings to provide a more urban fa<;ade with vertical articulations. Patios have been added to the front of each unit to create more interest and activity along Palomar Street and along the internal paseos. The applicant has indicated that further increasing the density or height of the project is not Ly- \ \) 46,720 sq. ft. of usable open space. As presented, the plans provide approximately 20,726 sq. ft. of common and private open space. However, if design modifications to the existing landscaped/developed areas are made, the usability of open space could increase significantly. Staff would propose the addition of a variety of design elements and features to increase the usability of the open space areas. These could include elements such as benches and vertical flowerbeds with seating areas. In addition, staff would recommend that the applicant look into the feasibility of adding rooftop gardens with sitting areas. Finally, patios in each of the residential units on Phase 1 could be counted toward the requirements of CYMC if they were enlarged slightly to meet the minimum code dimensions of six feet. All of these recommendations would increase the usable open space and minimize the gap between the proposed open space and code requirements. The articulation and design features of the project provide a more urban and improved fa<;ade along Palomar Street and at the entrance to the City. o General Plan . Projed doesn't fit the vision in the General Plan Need a retail Iive/loft, with professional offices along Palomar Increase density by adding another livable floor Internal access needs to be resolved and site may be too dense . . . Affordable Housing . How would the project meet the affordable housing requirement? Conclusion: Review No.2 - DRC-05-39, Olson Co. Page 6 August 2, 2007 I financially feasible. The appl icant proposes to fu Ifi II the mixed-use component on the 0.89-acre corner lot ('podium') with densities of up to 56 du/ac. The corner lot would be conveyed to the Redevelopment Agency for implementation of this higher density project. The Redevelopment Agency would require that the future development meet the vision of the General Plan. Conditions will be attached to the project, as well as design parameters, to insure integration of the two phases. The applicant has proposed to fulfill the affordable housing obligation on the corner piece ('podium') at Industrial and Palomar by setting-aside the property to the City's Redevelopment Agency. The Agency is obligated to ensure the affordable housing is completed. Conditions will be attached to the one-acre site, as well as design parameters for the affordable housing component. The General Plan's Palomar Gateway distrid calls for higher density mixed-use development near the trolley station with less dense residential development to the west and south of the station. Overall densities for the entire distrid should average 40 du/ac. The proposed project provides a density range of 26 to 56 dulac, with an average density of 31.5 dulac. The proposed density is within the density range of the General Plan and permissible density allowed for mixed-use projeds in the Central Commercial zone (maximum 32 du/ac). The City's Affordable Housing Requirement (Inclusionary Program) identifies priorities for fulfilling the affordable obligation. Although meeting the obligation on-site is the most desirable option, land set-asides provide a unique opportunity for the Agency to leverage add itional affordable units and potentially at deeper income targets. The Inclusionary requirement of the applicant would be 16 units (10%), however by the Agency leading the 'podium" projed additional units may be built (minimum of 15% or 23 units). While staff is still processing the submittal and awaiting comments from other city departments on final site design; Community Development staff has reviewed and L\- \\ ~ Review No.2 - DRC-05-39, Olson Co. Page 7 August 2, 2007 analyzed the project proposal for consistency with the overall objectives of the Palomar Gateway District identified in the General Plan and the Zoning Ordinance. Based on this review, staff has determined that the project is in substantial conformance with these objectives and feels the revised project submittal has been significantly improved from the first submittal. Further, staff believes the revisions address the concerns and comments raised by RAC at the May 3rd meeting. Therefore, staff requests that the RAC consider the revised project and the information and analysis provided in this memorandum to formulate a recommendation on the project. Committee Member Conflicts: Staff has reviewed the property holdings of the RAC members. No conflict exists for members and alternates of the RAC. Attachments: . Locator Map . Concept Plan Packet cc: Ann Hix, Acting Director, Community Development Department Mary Ladiana, Planning Manager, Community Development Department Eric Crockett, Redevelopment Manager, Community Development Department Amanda Mills, Housing Manager, Community Development Department L!--\ ~ DRAFT SUMMARY CHULA VISTA REDEVELOPMENT ADVISORY COMMITTEE (RAC) August 2, 2007 RAC QUESTIONS: Members asked for clarification on the pedestrian access and added safety features to the common area. Members were also interested in receiving more information regarding the SANDAG grant project. With the increased impervious area, what are the impacts to the downstream system? Is there a guarantee that once Phase I is built that Phase II will also be built? Member asked for clarification on the Open Space Standards. PUBLIC COMMENT: Theresa Acerro, President of the Southwest Civic Association: Concerned with existing traffic situation, parking, density of podium building, need for the 1-5 bridge to be widened, noticing for the MND, and required mitigation at Frontage and Palomar. D. Combs, Resident: Concerned with existing traffic situation and parking. RAC COMMENTS: Like the project in this urban environment, it seems like a nice place; appropriate for someone that might want to buy a small space. Would like the applicant to work with the staff and creates some open space on the roofs, that would be a bonus. Think the design and all the other factors are helping to create a gateway. Recommend that we move this project forward to the CVRe. VOTE: AYES: five Nos: zero ABSTAIN: two Project will be recommended to the CVRe. 'f~ \ \ ~ Attachment 5 Concept Plans on file with the Community Development Department. Please contact the project Manager, stacey Kurz at (619) 585-5609 if you would like a set to review. Lt-- \ \ '1 Attachment 6 LAND USE AND TRANSPORTATION ELEMENT CHAPTER 5 8.4.3 Palomar Gateway District Description of District The Palomar Gateway District (Figure 5-23) is located at the interchange of Palomar Street and Interstate 5. and is charactertzed by the Palomar Trolley Station, located at the southeast quadrant of Palomar Street and Industrial Boulevard. Existing Conditions North of Palomar Street are light industrial businesses and multi-family housing. South of Palomar Street is a mix of single-family and multi-family housing extending south to Anita Street Vision for District The Palomar Gateway District is the major southern gateway into the City and functions as one of the activity corridors in the City. The Dlstrtct provides housing and support uses near a regional transit route. Higher density residential development within walking distance of the Palomar Trolley Station proVides additional affordable housing opportunities. Local retail and services are along Palomar Street and more retail and services are in mixed use developments south of Palomar Street In addition to nearby community-serving retail uses on Broadway and Palomar Street a new five-acre .neighborhood park is located . in the area north of Oxford Street within walking distance of new residential housing. .01/ \ I <f' ~\lft.. -'- Page LLfT-149 CH~~ ~~ Ch~la L~ti&\\ Vlsta ~f9Vision 2020 Southwest Planning Area Palomar Gateway & West Fairfield Districts rr.r..<..a. ru~. QU'''.fM 1:::...~-P.EATIOlI ru'L,IC \: It ... I"::: .. \.~t · '" ~ .. B. .0:', .. \, ~,f"'ROF.. ... \lr::~~, ,'.' .. "'.'!:,~~--- · ""i_::.' i,;" '~ USE IllAN~1 .. """":;:.;,.,..- ~ ~_ fOCUSAI'II:.,. . - -=~~~~~:~: . 'f~~ .. ~. WJXtD~E~srr ~:~.".. ~.- --...... Polo""" fOCUS AREA ':2. 'r Sr. ^~ - T5 r..cT1'J~ li; · .'!~ i) ;51".....c;E . . 1111;;_ .-,5 ~~ PALOMAR Ii. $. GATEWAY ~~ ~ DISTRICT . ,.. lI!-,IfiE' ~:~ I~DU57rJnl :~: ;<~ .11 ~ Sf."PIF~' i,"!E. T..""~UU:: t:~: """"~'- " > ill i:- ll> .... 'S." ~\ "! f r.s. VED. ~n..tTEP ~ U~DU5Tr.;.s.,,;. p ~4i".'.__...,~.,;:~= t. . . ," . . . . . . . . . . . . . . . '.i!XED USE : CQ.ll.MtROA.L . . . . . . . . . . . .. .- -- .- " Main St ....".........".. "\'ifj j....r..W \. .._"~..., .. . .. i i So RESDENTIAl HIGH e 5f.11 DIEGO ~H.r.L1FE r.=FUSE RETAIL . lI~.nED lUvi..'5TY.:.....:. Ii] . €> ~ WEST FAIRFIELD DISTRICT NOT TO SCALE Figure 5-23 I1STAIL ~,:c;:+::;;i:;;fS:- o,dOtd S' r.Eihl LEGEND EXISTING TRANSIT STATION FUTURE TRANSIT ROUTE PUBUC QUASI.pUBUC (POTENTIAL EDUCATIONAL FACILITY) POTENTIAL NEIGHBORHOOD PARK AREAS OF CHANGE EXISTING LAND USE Page LUT-150 City of (hula Visla General Plan 4,-' \ \,\ LAND USE AND TRANSPORTATION ELEMENT CHAPTER 5 .___._.._."__~'m..'___._',,____'________~___'_~"_'__'_'_._.___n__._.__._,_, ""_""_.~_"___~_' ...... ___m' .... __."._..'..__.__.._,._____.~._~.,.__._._."~",,.. f!I.:Bt~tlI'1'~~TQtilect(v.e~I!UtL~]t~~tr~it~;1~20i~{~~I~ifilltF~;~ Establish a Mixed Use Transit Focus Area surrounding the Palomar Trolley Station. Policies LUT 43.1. LUT 43.2 Uses LUT 43.3 The City shall prepare. or cause to have prepared, a specific plan, master plan, or other regulatory document to guide the coordinated establishment of a Mixed Use Transit Focus Area within the Palomar Gateway Dislrtct on properties north and south of Palomar Stree~ within walkable distance of the Palomar Trolley Station. The specific plan or other regulatOlY document shall include guidelines and zoning-level standards for the arrangement of land uses that Include plans for adequate pedestrian connections and support services for residents, as well as those using the transit station. The City will prepare an Implementation Program to assure establishment of the above plan/regulations. The Program will include intertm provisions for the consideration of any projects within this areas, prior to completion and adoption of the according plan/regulations. Provide for a five-acre neighborhood park within the Palomar Gateway District Strtve for a distribulion of uses within the areas designated as Mixed Use Transit Focus Area along Palomar Street to Include retail, offices, and residential, as generally shown on the following chart: ~ o Residential o Retail . Offices ~'1t- -- Page LUT-1Sl Oi'.\ii'fur. .q.- \ 1-tJ / ~~Ch~a .[~.i~' VIsta \0151 Vision 2020 LAND USE AND TRANSPORTATION ELEMENT CHAPTER 5 LUT 43.4 Provide a mix of uses with a focus on retail and some office uses along Palomar Street in the Mixed Use Transit Focus Area, with residential uses above and/or behind the retail and offices uses. LUT 43.5 Provide a mix of local-serving retail and office uses near the Palomar Trolley Station and at the Gateways into the Palomar Gateway District Intensity/Height LUT 43.6 In the Palomar Gateway District residential densities within the Mixed Use Transit Focus Area designation are intended to have a district-wide gross densiw of 40 dwelling units per acre. LUT 43.7 In the Palomar Gateway District the commercial (retail and office) portion of the Mixed Use Transit Focus Area designation is intended to have a focus area-wide aggregate FAR of 1.0. Subsequent specific plans or zoning ordinance regulations will establish parcel-specific FARs that may vary from the district-wide aggregate (refer to Section 4.9.1, Interpreting the Land Use Diagram, for a discussion of district-wide versus parcel-specific FAR). LUT 43.8 Building heights in the Palomar Gateway District Mixed Use Transit Focus Area shall be low-rise, with some mid-rise buildings. LUT 43.9 Building heights in the Residential High designated area shall be low-rise buildings. LUT 43.10 In the Palomar Gateway District permit a maximum floor area ratio of 0.5 and low-rise buildings in the Retail Commercial designated area on Industrial Boulevard adjacent to the area designated as Residential High. Design LUT 43.11 The specific plan or other regulatory document for the Palomar Gateway District shall establish design and landscape guidelines for the improvement of Palomar Street as a gateway to the Clw. LUT 43.12 Provide for safe, effective, and aesthetic pedestrian crossings and improvements to Palomar Street and Industrial Boulevard. Page LUT-152 City of [hula ,"5ta General Plan 4-\j..\ LAND USE AND TRANSPORTATION ELEMENT CHAPTER 5 Amenities LUT 43.13 Community amenities to be considered for the Palomar Gateway District as part of any incentive program should include, but not be limited to those listed in Policy LLrr 27.1. LUT 43.14 Provide for the development of one Neighborhood Park within or near the Palomar Gateway District LUT 43.15 Establish a community/cultural center near Palomar Street and Third Avenue. 8.4.4 West Fairfield District Description of District The west Fairfield District (see Figure S-23), originally part of the Fairfield neighborhood that was severed by the construction of Interstate 5, is located on the west side of Interstate 5, between Palomar Street and Main Street and is flanked by San Diego Bay on the west Existing Conditions The West Fairfield District has a mix of light industrial and office uses interspersed with older, single-family homes and vacant lots. West Fairfield is somewhat isolated from the rest of Chula Vista, due to Interstate 5 forming its eastern edge. Pedestrian routes across the freeway are limited and heavily traveled by cars and trucks. Freeway on- and off-ramps at Palomar Street provide convenient freeway access into the District for vehicles. Vision for District The West Fairfield District has been redeveloped through a well-planned and coordinated master plan. There are few land use conflicts, and land uses have been expanded by reclaiming an old 5an Diego settlement pond to the southwest The West Fairfield District has good freeway access at Palomar and Main Streets, and it is an employment center, with regional retail and other employment uses. An educational facility is also located in the West Fairfield District ~\t~ ~ Page LUT-153 CH!lA~ ~- \ .1 'J...- Attachment 7 \ P ann ng & Building Department Planning Division cnv Of CHULA VISTA APPLICATION . DEVELOPMENT PROCESSING . TYPE A Part 1 T e of Review Re uested Applicant Name Applicant Address Contact Name C Cf\1 o 9l"ditional Use Permit O!"Design Review o Variance o Special Use Permit (redevelopment area only) o Misc. A lication Primary contact is: . rekl Has this project received pre.applicalion review comments? ONo Location/Street Address: 11 \ l3 >t. Assessor's Parcel #: (p U,. 01.-0- tj t; I 11;./ oB Total Acreage: Redevelopment Area (Ir applicable): ~ i,U I I . General Plan Designation: C!.. Zone Designation: c.."'"'t' p Planned Community (if applicable): Current Land Use: Within Montgomery Specific Plan? 0 Ves G1ilo Proposed Project (all types) Type of use proposed: ~eSidential C3'fommercial Landscape Coverage (% of 10Q: 31 ~. o Industrial 0 Other: Building Coverage (% of lot): ----11 pOlo 276 Fourth Avenue ~ -, ?.:) Chula Vista I Caiifornia I 91910 (&19) &91.5101 ~I~ --- APPLICATION · DEVELOPMENT PROCESSING . TYPE A Part 2 OlVor CHUlA VISTA Residential Proiect Summary Type of dwelling unit(s): OweDing units: n Number of 101S: PROPOSED EX'~I~ ~\~ ' Maximum building height: 40 q/() CliJ 1 Bedroom 2 Bedroom 3+ Bedroom TOTAL Densily (DU/acre): 7.JJ Minimum lot size: Average lot size: Parking Spaces: RequiredbYCode:~ Provided: 1-'&3 . I Type of parking (I.e. size; whelher covered. etc.): l' IIJO (l(J.f ~f, t, '?~.tf1da.rCl Open space description (acres each of privale. common. and la dscap ng): I d5!Yl 'rf' fllh'\JYl(S{) ((('fetch en BLbllR oP?n~ee... pnvt.\.-l-e..- Non-Residential Pro'eet Summar Gross fioor area: ,()~ Proposed: (diul Exjsling:~ BUildin~ Height: LJoH Hours of operalion (days & hours): Anlicipaled number of employees: Maximum number of employees al anyone Urn): II ) Number and ages of sludenlS/children (if applicable): nit....- Seating capacity: II 0 Parking Spaces: Required by code: '0 D Provided: ~. ~ Type of parking (I.e. size; whether covered. elc.): Jd f:., 'huo I . Print applicant name: JC:{'). Authorization Applicant Signature: Date: Print owner name': c... \ N\. ~ I IV \J Owner Signature': I r-" P-"'~:r SsniorVico Pi:::'.. ::-.:; l-h ,':.1:1 Pic::::zr,l San Diego-In Tcv..TI Co;nmunJtias The Olson Company Date: "'Note: Proof of ownership may be required. Letter of consent may be provided in lieu of signature. 276 Fourth Avenue ~,.- \J- \ Chula Vista [ California I. 91910 (619) 691-5101 Fom13Z0 1tew-5.03 "'12 ~w~ --- ~- P I ann n 0 <> & Building rlar.;\l~li.: :Jl\/'$IOr. I Deparlmenl DE:vc'op'~c:'r"; Procc5si:-,; PROCESSI~G . TYH B P,.;rl 1 em" OF CHUIA VISrA ,_________ __, _Al'J'_LLCA:LL~'>I-.l DI:Vl:LOf'Ml:'Jl \ is,) j ,,' _"~F;_J\'! J' iDl \ Type of Review Request$(jL!l SEP oe LUOG IUI , 1 I o General Plan Amendment! :-------- ---' ----,---- o General Development Plan! 0 New (or)Ptj-Artle\\llhient o SPA/Specific Plan 0 New (or) 0 Amend;;'ent-- ::J Zone Change [g! Tentative Subdivision Map o Annexation o Other: Application Information S~AFF USE ONLY ! Cas_#: f'C5-01-0 I Filing Dale: q~~v: H_"'. Assigned Planner. DWu Project Account (I A - 31.. 'b Depostt Account IIID<O Related Cases: 1':",,- 05 -0\'2. '. fez. -<:S1-c1 : UC.-o5 -3'1 ' ':::>1lf's-Ol-o\ -' Applicant Name: Olson Urban Houslml. A Delaware LLC Applicant Address: 9171 Towne Centre Drive. Suite 450. San Die.<!o. CA. 92122 Contact Name: Rlc Pedraza Phone: [8581 784-6528 Applicanfs Interest in the Property (If applicant Is nolthe owner. the owner's authoriza~on signature at the end of this form is required to process this request.) 0 Own 0 Lease 0 In escrow [g! Op~on to purchase Engineer/Agent: Lundstrom + Associates Address: 1764 San Diee:o Ave. Suite 200 Contact Name: Trov Bums Phone: [6191 641-5900 San Diee:o. CA 92110 Primary contact is: [g! Applicant o Engineer/Agent Email ofprimaryconlect:roedraza@theolsonco.com General Project Description (all types) Project Name: Bavvista Walk Prooosed Use: Mixed Use General Descripoon 01 Proposed Project: A total of 154 multi-famllv condominlum units with e:round level retail space and subterranean carklne:. See attached Protect Description. Subject Property Information (all types) Location/Street Address: Southwest comer of Palomar Street and Industrial Boulevard Assessor's Parcel #: 622-020-05.51.65. 68 Total Acreage: 5_3 Redevelopment Area r. applicable): Southwest General Plan Designation: CR Zone Designation: CTP Planned Community r. applicab~): N fA Current Land Use: Vacant Land Wtthin Montgomery SpecifIC Plan? 0 Yes [g! No General Plan Amendment N/A Proposed Land Use Designation: Justification for General Plan change: :::'-b -'-".;'111 ,\.,'~l'.l(: I '~.IHd, 4-" , :6" '-.(:.1,: I C~li~L'r'l;; I "d~ .. '.'J :1.:,r1l_S:":1 ~ ~ ~\(?- -- ::::;--- em", CHLl.. "!Sf A APPLICATION. D[\[LOP"-!C'IT PROCCSSIi'C . TYP[ [l PHI ::? General Development Plcn N/A General Development Plan Name: Proposed Land Uses! Total Acres: Commercial! Acres Industrial I Acres Parks I Acres Schools! Acres Community Purpose' Acres 'Circulation I Acres PubUc , Quasi I Acres Open Space I Acres Residential! Range: Single Family Detached I to Units Acres Single Family Attached! to Units Acres Duplexes! to Units Acres Apartments I to Units Acres Condominiums! to Units Acres TOTALS' to Units Acres Annexation N/A Prezoning: LAFCO Reference #: Tentative Subdivision Map Subdivision Name: Bavvista Walk CV Tract #: Minimum lot size: 1.03 AC Number of units: 154 Average 101 size: N/A Zone Change I8l Rezoning 0 Pre zoning Proposed Zoning: CCP o Setback Authorization Print applicant name: Applicant Signature: Jeff Rae:land. Director of ACQuisitions for Olson Urban HOllsine: ,-, ..,. Date: y.. ),- 0'- Print owner name': Owner Signature': '",~ 'Note: Proof 01 ownership may be required. Letter of cons I may Dale: 0 provided in lieu of sigr,arure. Z CJOb ..!.-l.> i'_'.1 II, ,\'o'l,,!'.I\.. 1/"/)..lt Ch...I\1.:"i:l,\ I c. .1!t '.'.1J I :-.1:":- ,l~ :'. .~ ~ 1_3 . C I r:.:-d ~ PI,~."ning & Building Depar1ment Plar.:"Ii:ls Division I Devc!op'i':€'nI Processing ~~-'~----' n::.:> i'= ',' ;."APP'i.lc~~nl;0~!. DEVELOP~HNT PROCESSI"C . TYPE B IlmU<f.'----'---...-.ll )I! Pari 1 I \.\, C;,"p u",.,. 7jl~5 ,!'-'/! ; '--': ~~, [;1.-. i"---"i Type of Review Requbsted.. ,. ", ._.._,.._-' : D General Plan Amendmlmt ;,J~.':J,;. l' srAitl/stoNLY , D General Development Plan DNew~;r DAmendm~nt,' ciiS~ 11;' ~c:t. ~ 01.,0\ . ' " o SPNSpecilic Plan 0 New (or) 0 Amendment . . Riio9 6..t.: ,QIBI b.l./I By; l4.k.. . [gJ Zone Change " Aisign~d P'anner...:2/-A1J \'nl.ll'l.' ::; Tentative Subdivision Map .' ' . PrajOd AcOOunt:' B/I. - 09 \'J. ' I. ,_\ _ , o Annexation DepclSitAccoUllt ' 1\lD'O' .' : D Other. '.. 'ReiatedCases:~-D5-0\~'. Pc.,=>-ol-O\ '. . . - . , Application Information o.ro-.bQ:-3'1~ ~Vf5~Ol-.o\ ~!It- -11- ~~ CTTY OF CHULA VISfA Applicant Name: Olson Urban Housinll. A Delaware LLC Applicant Address: 9171 Towne Centre Drive. Suite 450. San Dle"o. CA 92122 Contact Name: Ric Pedraza Phone: 18581 784-6528 Appllcanfs Interest in the Property (If applicant is not the owner, the owner's authorization signature at the end of this form is required to process this request) . 0 Own 0 lease D In escrow [gJ Option to purchase Engineer/Agent: Lundstrom + Associates Address: 1764 San Dle"o Ave. Suite 200 Contact Name: Trov Bums Phone: 16191641-5900 San Die"o. CA 92110 prtmary contact is: [gJ Applicant D Engineer/Agent Email ofprtmarycontactroedraza@theolsonco.com General Project Description (all types) Project Name: Bavvista Walk Prooosed Use: Mixed Use General Descrtption of Proposed Project: A total of 154 multl-famllv condominium units with !!round level retail soace and subterranean oarkinll. See attacbed Proiect Descri-otlon. Subject Property Information (all types) Location/Street Address: Southwest corner of Palomar Street and Industrial Boulevard Assessor's Parcel II: 622-020-05.51.65.68 Toti.IAcreage: 5.3 RedevelopmentAreaf.applicabl'): Southwest General Plan De:lignation: CR Zone Designation: CTP Planned Community (If applicable): N I A Current Land Use: Vacant Land Within Montgomery Specific Plan? 0 Yes [gJ No General Plan Amendment N/A Proposed land Use Designation: Justification for General Plan change: 1- /1-.1 176 t'LlU'lh A....Er:n: I Ch~il3 Visl.i! I C<lli~'or~-:! I 9!9'"J :6:9; ?l)'..5~C1 ''''''''1 i'R . .'~ ~\~ --- ~ APPLICATION . DEV[LOP'\!E~T PROCESSlf-oC . TYPE [J Pari 2 CllYOf CHUl.. VISTA General Development Plan N/A General Development Plan Name: Proposed Land Uses / Total Acres: Commercial/ Acres Industrial/ Acres Parks/ Acres Schools / Acres Community Purpose / Acres ' Cifculatton / Acres Public / Quasi / Acres Open Space / Acres Residential I Range: Single Family Detached / to Units Acres Single Family Attached / to Units Acres Duplexes / to Units Acres Apartments / to Units Acres Condominiums / to Units Acres TOTALS I to Units Acres Annexation N/A Prezoning: LAFCO Reference It. Tentative Subdivision Map Subdivision Name: Bavvista Walk CV Tract It. Minimum lot size: 1. 03 AC Number of units: 154 Average lot size: N / A Zone Change I8l Rezoning 0 Prezoning Proposed Zoning: CCP o Setback Authorization Print applicant name: Jeff Rae:land. Director of Acoulsitions for Olson Urban HOlisine: Applicant Signature: Date: F- J-o(' Print owner name": DaVi Netherlands Antille Co ora 'on Date: 0 r; s provided in lieu of sigr,alure. 2006 276 ;u",'h .\"H." I ehul. v;". t-;J::[ I 919': ;6.:j: (.!) I-51 C.l 1~'o:1 1'i::.."::. . e- '. ,\1(, .......::: "'- -...'- ~~:::::-- ?!annin~ 1\ Buildina O{'pJl"lml?'ni ~ i " ,-..- ,.... c-'. o 1&1 o CHOL~';:-l5T" :r;~';LTIL::(:~~P:L~f'~rllt C';['.c",:".'c'" f'~:<['; .. . T:,',,~ Type of Review Reque$tici:; . .__ .." ...". Ii!};! ConditionalUsePermfi ill L'; .J'.' ~ C"C'V J'--' hAFFUSEONLY i --- -: ';::",-,-;::-:- I Case#: ~ur'=>-ni-O\ .1-,-_-_'-:~~::::::"- I ::~~I':'~.\,*,1J8VIx,~~A.. Project AccOlJnt. eo- nla5 , DepesH Account II (O~ __ _ _ Related Ceses: I:,>-OS.'-OI2. ! PcOSi-01-OI : ftZ-Ol-01 o LA Jiif Pubflc Hearing J)(l.c -05- 3q r ~ Design Review Variance Special Use Permit (redevelopment area only) Misc. Application Information Applicant Name Olson Urban Housm!!. A Delaware LLC ApplicantAddress 9171 Towne Centre Drive. Suite 45D. San DieQo. CA 92122 Contact Name Hic Pedraza Phone 18581 784-6528 Applicanfs Interest in the Property (It applicant is not the owner, the owne(s authorization signature at the end of this form is required to process this request) 0 Own 0 Rent jgJOther. ootlon to ourchase ArchitectiAgenl: Lundstrom + Associates Address: 1764 San Die!!o Ave. Suite 200 Contact Name: Trov Bums Phone: {619} 641-5900 San DleQo. CA 92110 Primary conlact is: [8J Applicant o ArchitectiAgent Emailofprimarycontactroedraza@theolsonco.com General Projecf Description (all types) Project Name: Bavvista Walk Prooosed Use CCP General Description of Proposed Project A total of 154 multi-family condOminium units with Qround level retail soace and subterranean oarkin!!. See attached Profect Descriotion Has this project received pre-application review comments? 0 Yes (Dale:) [8J No Subject Property Information (all types) LocationlStreet Address: Southwest comer of Palomar Street and Industrial Bouievard Assessor's Parcei II; 622-020-05.51.65.68 Total Acreage: 5.3 Redevelopment Area (lIappUcallle): Southwest General Plan Designation: CR Zone Designation: CIP Planned Community nl appDcableJ: N / A Current Land Use: Vacant Land Wfihin Montgomery Specllic Pian? 0 Yes [8J No Proposed Project (all types) Type 01 use proposed: [8J Residential Landscape Coverage (% of iot): 25% [8J Commercial o Industrial 0 Other. Building Coverage (% of lot): 46% ~/' 1 dJ\ 276 Fourth Avenue I Chula Vista I California I 91910 (619) 691-5101 ~32D "'S-ll3 "'/2 .!J,-r11lnl--1 e")f'<J Or::: IOfl'__<1C....'" (41...(.,) ~,;f, ::3.' :::. ~l~ ,-1'1", ~'-f CHUL~ V1ST~ A?Pl.ICA1JO!"\ . \.- -. (.,1; d~'..T f;:;::..Cf~,'~p..;_; - -:--\i~= t-'::" Residential Project Summary Type of dwelling unit(s): MF Condominium Number of lots: 2 Dwelling units: PROPOSED EXISTING 1 Bedroom 28 N/A 2 Bedroom 80 N/A 3+ Bedroom 46 N/A TOTAL 154 N/A Density (DUlacre): 29.1 Maximum building height. 65 ft Minimum lot size: 1.0 AC Average lot size: N / A Parking Spaces: Required by code: 306 Provided: 344 Type of parking O.e. size; whether covered, etc.): 188 orivale "ara"e. 125 assi"ned "ara"e. 28 standard. 3 dIsabled Open space description (acres each of private, common and landscaping): Non-Residential Project Summary N/A Gross floor area: 8.244 sf Proposed: RetaU Existing: N / A Building Height 65 ft Hours of operallon (days& hours): To Be Determined lTBDl Anticipated number of employees: TED Maximum number of employees at anyone time: TED Numbers and ages of students/children (if applicable): N / A Sealing capacity: N / A Parking Spaces: Required by code: 32 Provided: 32 Type of parking (Le. size; whether covered, etc.): 31 standard. 1 disabled Authorization Print applicant name: J elf Appncant Signature: '-.. /" f Ac uisitions ~ r Olson Urban Housin Date: Ji-J/i- '. Print owner name': Owner Signature': 'Nole: Proof of ownership may be required. Letter of for ClMA N.V.. A Netherlands Antille Co oration ~ Date: 0 . z.~..6 4- )j 1) :1. " ",1, CITY OF CHULA VI5fA APPLICATION CA."".'NOT BE ACCEPTED lJ}..'LESS SITE PLAN IS FOLDED TO m lNTO ,IL'N 8-1/2 X 11 FOLDER ~I~ -lI!- . - - - Flanning & B u i I dill g Planning Division Department De\'elopment Processing For Office Use Only Case No. IS- OC;-D'I)- Dpsl. .II.IlII11. Receipt No. Date Rec'd. =nmS Accepted by ~ Project No. ft.:....JD..i1 Dpsl. No. DO- 11I!q, CIP No. Related Case No. .J2fk 11~ -0 S';j PRELIMINARY E!\'VIRO:NlIffiNTAL REVIEW City of Chula Vista Application Form BACKGROlJ}..1]) 1. Project Title Pc../ tl-1\ "" ol,. -::r:;-" d ~ Y" "", 2, Project Location (Street address or description) P",,-I..:Jrflcr s-..:>cMh A. c\- :;rf\.c.l!.. ~ ht .. '" J - LA..><-'>'I- C 0/ ^-V"" 3. Assessors Book, Page & Parcel No. 6 J"';I - 0::1,,-' - 0'<, ~ /. 65 . Brief Project Description +0 I - "'-; - +: m. J '\ . d u" I u ~ ' 6~ .~ S I "'Leo/h'.:: .::u: Name of Applicant "r....... "r. C. ", "'" Address 911-' T'u...vNZ- AAk "''1~Fax# '>~ rr-5lCflPhone .P'i:r11;}>~/-65:S~ City c;,...... D,' ea"" State Zip q ;I J ;l. ~ Name ofPrel'arer/Agent Dro. c.(. lA,XI~ Address 911-1 It).,.Jf)e C~\-t<... 'IZ't5D Fax # !?51/'-155-5'91Phone &-;~/ 1""'/' f.~S'f City 'So<"\ (), ~ State C ~ Zip "I d , ~ ...... Relation to Applicant :) I v'j <...t2. Indicate all permits or approvals and enclosures or documentS required by the Environmental Review Coordinator. 4. 5. 6. Permits or approvals required. --.6esignJ<.eview Application _0entative Subd. Map _ Redevelopment Agency OP A _ Redevelopment Agency DDA _Public Project lUlDexation a. _JIeneral Plan lIInendment ..J(Rezone/Prezone _ Grading Permit _:.. Tentative Parcel Map _ Site Plan & Arch. Review _ Special Use Permit _ Specific Plan" _ Conditional Use Permit ._ Variance _ Coastal Development Other Permit If Project is a General Plan lIInendment and/or rezone. please indicate the change in designation from to b. Enclosures or documents (as required by the Environmental Re'~ew Coordinator). _ Grading Plan _ Parcel Map _ Precise Plan _ Specific Plan _ Traffic Impact Report .-'>I. Hazardous Waste Assessment- -""",,,<.L\ 276 FOlJrth Avenue" Arch. Elevations _ Landscape Plans _ Tentative Subd. Map _ Improvement Plans v Soils Report _ Geotechnical Report _ Hydrological Study _ Biological Study _ Archaeological Study _ Noise Assessment Other A~ency Permit 7 Other -- Ph"s~ ')... 1 ~ \b \ Chula Vista I California (619) 691-5101 91910 ~ City of Chula Vista PRELlMINI (ENVIRONMENTAL REVIEW Page 2 Indicate othe; applications for permits or approvals that are peing 5ubmincd 3t th~s. time. a. Permits or approval reguired. General Plan iunendment vi Rezone,Prezone Grading Permit _ Tentati\'e Parcel Map Site Plan & Arch. Review _ Special Use Permit /D~sign Review Application VTentative Subd. Map _ Redevelopment Agency OPA Redevelopment Agency DDA _ Public Project Annexation _ Specific Plan _ Conditional Use Permit Variance _ Coastal Development Other Permit + or acreage S" V\.ln B. PROPOSED PROJECT 1. a. Land Area: sguare footage lfland area to be dedicated, state acreage and purpose. b. Does the project involve tbe construction of new buildings, or wi]] existing structure be utilized? . tt" (\t'.... J r 0.'"'1 <.,\.(u c...*,,\~'- 2. Complete this section ifproject is residential or mixed use. / a. Type of development _ Single-Family _ Two Family ~Multi-Family _ Townhouse _ Condominium b. Total number of structures c. Maximum height of SlIUctures d. Number of Units: I bedroom 0 2 bedrooms 3 bedrooms 4 bedrooms Total Units I./? tv II 0 e. Gross density (DU/total acres) f. Net density (DUltotal acres minus any dedication) g. Estimated project population h. Estimated sale or rental price range i. Sguare footage of strocture J. Percent oflot coverage by buildings or SlIUctures k. Number of on-site parking spaces to be pro,~ded 1. Percent of site in road and paved surface 3. Complete this section if project is commercial or industrial or mixed use. a. Type(s)ofJanduse F-L~.t1A-<../"""~'" b. Floor area ~mll"l : Ii? our) Hei!!bt ofstrUcture(s) 1- '3 Su;,uE?':> c. Type of construction used in the strU~ture "I { ~ ge ~ d. Describe major access points to the SU1lcmres and the orientation to adjoining properties and streets F (Or<"'\. :j:" d u ~ "If .. c.-/ e. Number of on-site parking spaces pro,~ded f. Estimated number of employees per shift Number of shifts Total g. Estimated number of customers (per day) and basis of estimate h. Estimated number of deliveries per day 4.- fJ;)... 276 Fourth Avenue Chula Vista I California I 91910 (619) 691-5101 City of Chula Vista PRELlMINt 'ENVIRONMENTAL REVIEW Page 3 1. ESiimaled range of se:",,\'ice area ano ':l2.sis of estimate J. Typeiexlenl of operanons nOl in enclosed buildings k. Hours of operation I. Type of eXlerior lighting 4. If projecl is olher than residential, corrunercial or industrial. complele this section. a. Type of project "u\~ b. Type offacilities pro,ided c. Square feet of enclosed strucrures d. Heighl ofstructure(s) -maximum e. Ultimate occupancy load of project f. Number of on-site parking spaces to he pro,~ded g. Square feet of road and paved surfaces b. Additional project characteristics C. PROJECT CHAR.....CTERlSTlCS !. Will the projecl be required to obtain a permit through the Air pollution Contra] District (APeD)? n':> Is any t)'Pe oi grading or excavation oithe propeTl)' anticipared? Ii yes, cOID;llete the follo,,~g: a. Exciuding trencbes to be backfilled, how many cubic yards of earth ,,~ll be excavated? '1"5 2. b. How many cubic yards oi fill will be placed? c. How mucb area (sq. ft. or acres) will be graded? d. Wbat "ill be the: Mao;imum depth of cut Average depth oi cut Maximum depth offill Average depth of fill 3. Describe all energy consuming de'~ces, whicb are part of the proposed project and the rype of energy use~ (air conditioning, electrical appliance, beating equipment, etc.) . ",or ~.r.di-H',"",,~, "'e.",,-,io~) "'o,..,.-<L cp(',oU'C,S...J 4. Indicate the amount of natural open space that is part of the project (sq. ft. or acres) 5. If the projecl will result in any employment Op?ortunities, describe the nature and t)'Pe of these job~. -'-'- 6. Will highly flammable or potentially explosive materials or substances be used or stored within the project site? 6\ '0 . 276 Fourth Avenue Chula Vista C.IHornia I 91910 1/ (!:>~ (619) 691.5101 City of Chula Vista PRELlM1NAR'. .NVIRONMENTAL REVIEW Page 4 I. How many estimated automobile trips. per day. will be generated by the project~ 8. Describe (if any) off-site improvements necessary to implement the project. and their point~ of access or connection 10 the project site. Improvements include but nOl limited to the following: new streets: street widening: extension of gas, electric and sewer lines: cut and fill slopes: nd pedestrian and bicycle facilities. k.n-: e. )I u r ~ "'" lA. ...., ~ .... t?V'"'cl 'J:"d"s-\..r:"" \ , , D. DESCRIPTION OF El\'VlRo:t-1MTh'T.-\L SETTING 1. Geolo,," Has a geology study been conducted on the properry? (If yes, please attach.) Has a soils report on the project site been made? (If yes. please attach.) pr"C Id)-' '']. B-O: "fll i d- 5Nd~ ~~) 2. Hvdrolo!!v .I>,re any of the follov.'ing features present on or adjacent to the site? (If yes. explain in detail.) a. Is there any surface e\idence of a shailow ground water table? (Ie> b. .I>,re there any watercourses or drainage improvements on or adjacent to the site? no c. Does l1lDoff from the project site ch'ain directly into or toward a domestic water supply, lake. reservoir or bay? 1"""'\ .~ d. Could drainage from the site cause erosion or siltation to adjacent areas? (\ oJ 3. Noise a. Ne there any noise sources-i-n the project vicinity. which may impact the project site? .r~< -\\(. .. Will noise om the proje impact any sensitive receptors (hospitals, schools, smgle-family residences)? 0 ~ b. 4. Biolo"" a. Does the site involve any Coastal Sage Scrub vegetation? ".::J b. Is the project site in a natural or partially natural state? ('l':> c. If yes, has a biological survey been conducted on the property? Yes _ No _ (please attach a cOpy.) d. Describe all trees and vegetation on the site. Indicate location, height, diameter and species of trees, and which (if any) will be remoyed by the project. 'S,. k. hc.<., "e~r Ct(;(I'Fr( 0..... ~o-......<. L('")l<<-o,,,....... fO\I'\\ I" '\'~ "i)(L'S.\- 4'-1~~ 276 Fourtn Avenue Chula Vista Caliiornia 91910 (619) 691-5tOt City oT Chula Vista PRELlMINA' . ENVIRONMENTAL REVIEW Page 5 5. Past U~e (\f the Land a. .~e tb::re any known historical or archeological re!'ources located on or near the project site? nO b. .!>;Ie there any known paleontological resources? ,"i.' c. Have there been any hazardous materials disposed of Dr stored on or near the project site? no d. "-nat was the land previously used for? f<=..('m. ~ 6. Current Land Use a. Describe all strllcrores and land uses currently existing on the project site. fl.c""",, b. Describe all strUctures and land uses currently existing on adjacent propert)'. Nortb_ . re...~; , South .., . . ho('l\SlS East -. -t"" II ') \\' es;- -k-u> "';... ...~ 7. Social a. b. .AJ= there any residentS on site? (\ 0 If so, how many? .AJe there any current employment opportUnities on site? n" If so. how many and what type? \'\..19 ..vf'\ 8. Please pro\ide any otherinformation, which may assist in the evaluation of the proposed project. ....--.-...--.. ~-I)S 276 Fourth .':"venue Chula Vista California 91910 (619) 691.5101 City of Chula Vista PRELlMINAF ENVIRONMENT AL REVIEW Page 6 E. CERTlFlCATI01\ 1, as ov''11er;cm'Der in escro".. Print name Or 1. consultant or agent' C'~ (AJA---' . ("rr-a u. Print name l..D\'I~' \\-..Q.. 0\ ~.)" (.J. HERBY .>.FFIRM, that to me best of my belief, the statements and information berein contained are in all respects trUe and correct and that all known information concerning the project and its sening has been included in this application for a Prelimina.-y Environmental Re\~ew of possible environmental impact and any enclosures for anachments thereto. Owner/Owner in escrow Signature Or (..0- VI ,. Consultant or Agent Signature I I .:2'1 10 c; Date ' 'If acting for a corpot;ltion, include capaciry and company name. "P--"'--'-- .-- .. - ,p. 4-'10 l.c 276 Founh Avenue enul. Vista California 91910 (619) 691.5101 ~\r?- ~~- r~ p I ann n g & Building Plannin~ Division Department D€'\'elopment Prr'lc:~5-ing ern' OF CHULA VISlA PRELI!\ID'ARY ENVIRONMENTAL REVIEW PROCESSLNG AGREEMEl', Co. Address: ,",,,.c... eo \':' ~ '1 50 Phone,;::;::I I '":/ ~/' <;;'-;;'1 Ci1)': c,.... i)i e.) " SUllO (F\ Zip '1~ J ~ <- Name of Authorized Represenu!.!ive (if signatory): 6('(j. u. W, \5.,):'"' Address: 9fTI To;;"C. (<tr\-I<-<. #- L( ~" Phone l?-sii 1 Kit -hS"S'f Cny: s..... D''''3':! State Ci1 Zip 9dl~:>" Am-eement Date: D~posit Amoun!: - This Agreement ("Agreement") betweeD the City of Chula Vista, a chanered municipal corporation ("'City") and the forenamed applicant for a PreJiminary EnviroDlllental Review ("AppJicant'"l, effecrive as of the agreement Date ;e. fonh above. is made with reference to the fol1ov.ring factS: Whereas. the Applicant has applied to the City for a PreJiminary EnvironmentaJ Review of the t)'Pe aforereferenced ("Preliminary Environmental Review") wbich the City has required to be obtained as a condirion to permirring the Applicant to de\'eiop a parcel of propen;: and, Wherezs, the Cit)' \\ill incur expenses in order to process said Preliminar:y Environmental Review throullh me various deparnnents and before the various boards and commissions of the City ("Processing Servic..-l: and. Where... the purpose of this agreement is to reimburse the City for all expense; it will incur in connection with providing the Processing Services. Now. ,herefore, the parties do hereby agree. in exchange for the mumal promises herein contained. zs follows: 1 Applicant's Dut)' to Pay. Tn: Applicant shall pay all of the City'S e"'Penses inourred in providing Processing Service related to applicant's Preliminary Envi.-onmental Review, including all ofth: City's direct and overhead coStS related theretO. This duty of the .pplicani shall be reierred to herein as the "Applicant's Duty to Pay:' A. AppJicant'; Deposit Duty As partial performance of th: Applicant's Duty to Pay, the Applicant shall deposit the amount 'afOl:<:ref:renced ("Deposit"l. J. The City shall charge its lawfuJ expenses incurred in providing Processing SeT\;ces against the Applicant'S Deposit. If, after the conclusion of processing the AppJicant's Preliminary EnvironmentaJ Re\iew, any poroon of the Deposit remains, the City shall return said balance to the Applican. without intereSt thereon. If. during the processing of the Applicant's Preliminary En\ironmental Revie\\', the amount of the Deposit becomes exhausted, or is imminently likely to become exhausted in the opinion of the City, upon norice of same by the City, the Applicant shall forJl\\ith provide such additional deposit. zs the City shall calcuJate as rezsonabl)" necessary to continue to provide Processing Services. The dut)' oi the Applicant to initiallY deposit and tp supplement said deposit as herein required shall be l:nown as the "Applicant'S Deposit Duty", II. City's Dut)' The City shall, upon the condition that the Applicant's is not in breach of the Applicant's DUI)' to Pa)' or the Applicant'S Deposit Duty, use good faith to provide processing services in relarion to the Applicant's Preliminary Environmental Review application. ......._- .~-- .~. -..-. ,.- .-.-' -4 ~\~ 'I ....,11: l:......,.th Avpnue Chula Vista California 91910 (619) 691.5101 City of Chula Vista Prelimi ~ Environmental Review Processing Agreement .:.., The CiT: s:.,ii h,ve no iiabili",. hereunder to ,h' Applican' for rhe f.ilure 10 process ,he AppliC<lnt" Preiiminar" Enviromne:i::!: Review applicoToion. or for failure lO process ,he Applic.m's Preliminary Environmen"i Revie\~' within the time frame requt!;ted DY the Applicant Oi e!nimated by the City. B. By execmion of this agreement. the .....pplioan' shall have no right to direcl or othe",,'ise influence the condu:' of the Preiimin..r,' Environmental Re\'iew. for which the applicBDI has applied, The CiTY shall u.<e 'it< di,cretion in evaluation ine Applicant's Preiiminlll')' Environmental Review application withou, regard to the Applic..n,s promi.. \0 pay for tb~ Processing SeI'\'ices. or the execution of me Agreement. Ill. Remedies A. Suspension oi Processing In addition to aU omer rights and remedies wbicb me City shall othe",,'ise have at law or equiTY. the CiT:' has the right to suspend and/or withhold me processing of the Preliminary Environmental Review whicb is tbe ,ubjecl matter of this Agreement, as well as the Preliminary Environmental Review whicb may be the subject maner of OIly Permit wbich Applicant bas before me Cit)'. B. Civil Collection In addition to aU other rights and remedies wbicb the Cit)' shall othe""ise have all law or equi!}'. me City bas me right to colie:t all sums whicb are or ma)' become due hereunder by chil action. and upon instituting litigation to collect same, rhe prevailing parr:' sball be entitled to reuonable ..norney's fees had COSlS, IV, MisceilaneoUS . ,~, Notices All notices. demands or requeS'.s provided for or permitted to be given pursuant to :his Agreement mUSI be in writing. p.Jl notices. demands and requests to be sent to any pari}' shall be deemed to have been properly given or served if personally served or deposired in the United States mail. addressed to su:b party, post.ge prepaid, registered or certified, "ith retlL"D receipt requested. at the .ddresses identified adjacent to me signa,ures of me parties represenred, ' B. Governing Law/Venue Tbis Agreement shall be governed by and constrUed in accordance wim the Laws of the State of C.lifornia. An)' action arising under or relating 10 this Agreement sbaU be brougbt only in me federal or state CoUTts 10C21ed in San Diego Coun,,'. State of California. and if applicable. me City of Chula Vista. or as close thereto as possibie. Venue for this agreemenL and performance hereunder, shall be the City of Chula Vista. C, Multiple Signatories If there are multiple signatories to this agreement on bebalf of Applicant. each of such signatories shaU be jointly and severali)' iiable for me performance of Applicant's duties herein set form. D. Signatory Au:horiry The signatory to mis agreemeDl bereby warrants and represents thal it is the duly designated agent for me Applicanl and hu becn duly authorized b)' me Applicant to execute this Agreement on behalf of the Applicant, Signatory shall be personally liable for Applicanl:S Dn~ To p.~' and Applicant's Duty to Deposit in the e"ent it has not been aumorized '0 exeCUle this Agreement b)' the ApplicanL ..' - .-" .._- . - " ' ~'3<l ". 276 Fourth Avenue Chu\a Vista California 91910 {&19J &91-5101 Prelir City of Chula Vista ary Environmental Review Processing Agreement E. Hold Hannie.. Applicant shall defend. indeumiTY .nd hold harmless the CiTY. its elected and appointed officers and employees. from and against all claims for d2I!>ages. li.bility. cost and expense (including without limitation atlorneys' fees) arising out of processing Appli=t"s Preliminary Environmental Review. except only for those claims arising from the sole negligence or sole willful conduct of the Cit)'. incurred by the CiTY, its officers. agents. or employees in defending .gaiDSt such claims. wbether the same proceed to judgment aT not. Further. the Applicant. a1 its own expense. sball. upon wrinen requeS! by the Ciry. defend any such suit or action brough' "gainS! the City. i15 officers. agenlS, or employees. Applicant's indemnificaIion of the City shall he limited by any prior or subsequent declaration by the Applicant. F. Adminisuarivc Claims Requirements and Procedures. No suit or arllitration shall be brought arising out oftbis agreement, againS! the City unless a claim bas first been presented in writing and filed v.itb the City of Chula Vista and aCTed upon by the CiTY of Chula Vista in accordance with the procedures set forth in Ch.pter 1.34 of the Chula Vista Municipal Code. os same may from time TO rime be amended, the provisions ofwbich are incorporated by the reference as if fully set forth herein, and such policies and procedures used by the Cit)' in rhe implementation of same. Upon request by the City. the Applicant shall meet and confer in good faith with the Cit). for the purpose ofresolving any dispute over the terms ofmis Agreement. No\\'. therefore, the parries bereto, having read and understOOd the terms and conditions of this agreement. do hereby express their consent to the terms hereof by serting their hand hereto on the date set forth adjacent thereto. Cit)' 4-c,,\ or Cb\U.\.-A V u.""! ""'" CiTY of Chula Vista 2i6 Fourrh Avenue Chu1a Vista, c.... 91 91 0 B)': Dared: Appiicen;: lor authorized representative) ~ Ol~ C~. ~ Grc.o.. 9/;-/ Ii: .......,~ rU'lNt.. j#.. ~ I)"<:,~",) (;=\ 9,;)/:22. By: (~ I A J ,\../L.= ~ ".?- ::,1 S.Y-. By: Dated: 1/;)c:;Jo' . . '--- .'--'--'- ...-.- --.-.. 4ri~\ 276 Fourth .~venue Chula. Vista. California 91910 (619) 591.5101 APPENDIX A BAYVISTA WALK DEVELOPMENT PROPOSAL PALOMAR STREET AT INDUSTRIAL BOULEVARD Proiect Description The proposal is for the construction of a two-phase mixed-use residential/commercial project. Phase 1, on a 4-acre lot, would include 104 town home condominiums in 10 building structures. The town homes are proposed as three-story units with 2-car garages. Phase 2, on a 0.89-acre lot, would be a mixed-use podium building consisting of 5,000 to 10,000 square feet of retail commercial area on the first floor with the remaining second through fifth floors consisting of 50 residential units. Parking for the mixed-use podium would be provided in a subterranean garage. The project provides private open space (in the form of decks or patios), as well as common open space in the form of active and passive recreation and leisure I areas. The proposed project requires the processing of the following applications: design review application, re-zone of the site from CT-P to CC-P, Conditional Use Permit application for the proposed commercial/residential project, and a Tentative Subdivision Map for the condominiums. The following city review bodies would consider the various aspects of the project: Redevelopment Advisory Committee, Housing Advisory Commission, Planning Commission, Chula Vista Redevelopment Corporation, and City Council. Compliance with Zonina and Plans The project site is currently zoned Thoroughfare Commercial with a Precise Plan designator (CT-P) and the General Plan designation is Transit Focus Area. The applicant has applied for a rezone to Central Commercial with a Precise Plan modifier (CC-P), as well as a conditional use permit to allow the proposed commercial/residential (mixed-use) development, pursuant to the requirements of the Apartment Residential zone (R-3). The proposed project will be consistent with the regulations of the R-3 zone and the goals, policies and density requirements of the Palomar Gateway Transit Focus Area identified in the City's 2005 General Plan. land Use Analvsis The proposed project site is located on Palomar Street between Industrial Boulevard and Frontage Road, within the Southwest part of the City. It is located across Industrial Boulevard from the Palomar Trolley Station and approximately a quarter-mile from the Interstate 5 Palomar Exit Ramp. The project site is part of the Palomar Gateway District, and is designated by the 2005 General Plan as a Mixed-Use Transit Focus Area. General Plan Objective LUT 43 calls for the establishment of a Mixed Use Area around the Palomar Trolley Stations and provides a set of detailed policies in terms of development uses, intensity, design and amenities for the District. Lj,- \ ~D In addition to the General Plan objective and policies, an urban design strategy, entitled "Palomar Gateway TOO District Conceptual Development Strategy" was developed to provide further direction for transit-oriented design. Combined, these two documents seek to ensure goals of the District are met, such as: urban development with low- and high-rise development, higher density, clustering residential and retail (mixed-use), affordable housing opportunities, providing a "Gateway" entrance, and pedestrian connectivity to the trolley station and future neighborhood park on Oxford Street. Intensity/Height The proposed project includes two phases of development. The first phase provides 104 residential condominiums proposed on Lot 1 at a density of 26 DUlAC in three-story town home building structures. The second phase (Lot 2) includes the construction of a mixed-use, podium building with 5,000-10,000 square feet of street level retail uses and 50 residential units on floors two through five for a density of 56.2 DUlAC on the corner of Industrial Boulevard and Palomar, closest to the trolley station. Between Lots 1 and 2, the project provides a mix of low- (3 stories) and mid-rise (5 stories) buildings per LUT Section 43.8. In addition, the podium building provides street level retail development with residential uses above and behind it for a combined density for Lots 1 and 2 of 31.5 DUlAC. While this is less than the goal of 40 DUlAC for the entire Palomar Gateway District as mentioned in Section 43.6 of the LUT, it is equally important to provide a mix of urban solutions in the District, with higher densities adjacent to the trolley station as proposed on Lot 2. It is anticipated that more dense projects will be developed in the future that will bring the average density up to meet the goal for the overall District. The General Plan and urban design strategy also identify objectives to provide affordable housing close to the transit center and pedestrian connectivity to both the trolley station and future neighborhood park. As proposed, Lot 2 will be conveyed to the City for future development of affordable and market rate housing. While the developers inclusionary requirement is 10% of the total project, or 16 units, this project will leverage additional affordable units since projects with City participation have a higher inclusionary requirement of 15% or 23 units. In addition, BayVista Walk residents will have access to the trolley station to the northeast and future neighborhood park to the south through a system of internal pedestrian walkways, a main pedestrian paseo, enhanced pavement features, and direct access along Palomar Street for 32 units in Lot 1 with front doors adjacent to the sidewalk. Overall, the combined project provides consistency with goals and objectives of the General Plan Palomar Gateway District. -1--\ ~rD APPENDIX B Disclosure Statement Pursuant to Council Polley 101-01, prtor to any action upon matters that will require discretionary action by the Council, Planrnng Commission and all other official bodies of the City, a statement of disciosure of certain ownership or financial interests, payments, or campaign contributions for a City of Chula Vista election must be filed. The following information must be disclosed: 1, List the names of all persons having a financial inlerest in the property that is the subject of the application or the contract, e.g.. owner, applicant, contractor, subcontractor, matenal supplier. C.\YV1A ,lVV' ' 1"l-Ie 0/<;,.",., Gol'1AfJnrY I 2. If any person. identified pursuant to (1) above is a corporation or partnership, list the names of all individuals with a $2000 investment in the business [corporallonlpannershlp) entity. 3. If any person' Identified pursuant to (1l above is a non-profit organization or trust. list the names of any person serving as director of the non-profit organization or as trustee or beneficiary or trustor of the trust. 4. Please identify every person, incfuding any agents, employees, consultants. or independent contractors you have assigned to represent you before the City in this metler. ~?~{~~r~:~1~~> r;.1'V\ P - A.I/ e.vv.r/...yt'('5 5. Has any person' associated with this contract had any financial dealings 'l'ith an official" of the City of Chula Vista as II relates to this contract within the past 12 months. Yes_ No...J,C' If Ves, brtefiy descrtbe the nature of the financial interest the offlcial- may have in this contract. 6. Have you made a contributio(! 9,tJRore than $250 within the past twelve (12) months to a current member of the Chula Vista City Council? N~Ves_lfyes, wI1ich Council member? 4--\ -4 \ 7. Have you provided more than $340 (or an item of equivalent value) to an official.. of the City of Chula Vista in the pastlwelve (1~ IJ1cmths? (This includes being a source of Income, money to retire a legal debl gift. loan, etc.) Yes_ No~ If Yes, which official". and what was the nature of item provided? Date: '? ~1. 7~ 0 7 Si ure of ContractorJ pllcant /LiVVl fvia-k f vI> J>we..k>p~t Print or type nemeof ontractor/Applicant '\1A.J- 0 Is.o"., ~, Person is defined as: any individual, fl1TTl, co--partnership. joint venture, association, social club, fraternal organization, corporation. estate, trust, receiver, syndicate, any other county, city, municipality, district, or other political subdivision, -or any other group or combination acting as a unit. Official includes, but is nOlllmited to: Mayor, CouncR member, Chula Vista Redevelopment Corporation member, Planning Commissioner, member of B board. commission, or committee of the City, employee. or staff members. September B, 2006 1-\ ~1-. CflY OF CHULA VISTA plann ng & Building Department Planning Division I Development Processing APPLICATION APPENDIX C Development Permit Processing Agreement Permit Applicant: Applicant's Address: Type of Permit: Agreement Date: Deposit Amount: "T\-,,, nl.:,on Com~,c-.nd 9111 Jov.)f)C C':r\~ Dr. ::z~"" cnc~"'J<L l<::n+,....'nv-<.. 1/g/05 ts" 0"11 sU-~ LIS':>) 5",..., O,e:)" c..A q,;/I.D.. 5u bd ;V/s./':>"""l IiLcp (DcH~,-l f?c.r/6<J This Agreement ("Agreement") between the City of Chula Vista, a chartered municipal corporation (" City") and the forenamed applicant for a development permit ("Applicant"), effeclive as of the Agreement Date set forth above, is made with reference to the following facts: . Whereas, Applicant has applied to the City for a permit of the type aforereferenced ("Permit") which the City has required to be obtained as a condlUon to permilling Applicant to develop a parcel of property; and, Whereas, the City will incur expenses in order to process said permit through the various departments and before the various boards and commissions of the City ("processing Services"); and, Whereas the purpose of this agreement is to reimburse the City for all expenses it will Incur in connection with providing the Processing Services: Now, therefore, the parties do hereby agree, in exchange. for the mutual promises herein contained, as follows: 1. Applicent's Duty to Pay. Applicant shall pay all of City's expenses incurred in providing Processing Services related to Applicant's Permit. including all of City's direct and overhead costs related thereto. This duty of Applicant shall be referred to herein as "Applicant's Duty to Pay." 1.1. Applicant's Deposit Duty. As partial performance of Applicant's Duty to Pay, Applicant shall deposit the amount afore referenced ("Deposit"). 1.1.1. City shall charge its lawful expenses incurred in providing Processing Services against Applicant's Deposit. If, after the conclusion of processing Applicant's Permit, any portion of the Deposit remains, City shall retum said balance to Applicant without interest thereon. If, during the processing of Applicant's Permit, the amount of the Deposit becomes exhausted, or Is imminently likely to become exhausted in the opinion of the e City, upon notice of same by City. Applicant shall forthwith provide such additional deposit as City shall calculate as reasonably necessary to continue Processing Services. The duty of Applicant to initially deposit and \0 supplement said deposit as herein required shall be known as "Applicant's Deposit Duty". 2. City's Duty. City shall, upon the condition that Applicant is no in breach of Applicant's Duty to Payor Applicant's Deposit Duty, use good faith to provide processing services in relation to Applicant's Permit application. 2.1. City shall have no liability hereunder to Applicant for the failure to process Applicant's Permit application, or for failure to process Applicant's Permit within the time frame requested by Applicant or estimated by City. 1--'1~ 27b Fourth Av~nue Chuld Vista 1 COlliiornia Y1Yl0 IblYI bYl.51l11 P I ann n g & Building Planning Division Department Development Processing On' OF CHUIA VISTA Development Permit Processing Agreement - Page 2 2.2. By execution of this agreement Applicant shall have no right 10 the Permit for which Applicant has applied. City shall use its discretion in valuating Applicant's Permit Application without regard to Applicant's promise to pay for the Processing Services, or the execution of the Agreement. 3. Remedies. 3.1. Suspension of Processing In addition to all other rights and remedies which the City shall otherwise have at law or equity, the City has the right to suspend and/or withhold the processing of the Permit which Is the subject matter of this Agreement. as well as the Permit which may be the subject matter of any other Permit which Applicant has before the City. 3.2. Civil Collection In addition to all other rights and remedies which the City shall otherwise have at law or equity, the City has the right to collect all sums which are or may become due hereunder by civil action, and upon instituting litigation to collect same, the prevailing party shall be entitled to reasonable attorney's fees and costs. 4. Miscellaneous. 4.1 Notices. All notices, demands or requests provided for or permitted to be given pursuant to this Agreement must be in writing. All notices, demands and requests to be sent to any party shatl be deemed to have been properiy given or served If personally served or deposited In the United States mail, addressed to such party, postage prepaid, registered or certified, with return receipt requested at the addresses identified adjacent to tha signatures of the parties represented. 4.2 Governing LawNenue. This Agreement shall be governed by and construed In accordance with the laws of the State of California. Any action arising under or relating to this Agreement shall be brought only in the federal or state courts located in San Diego County, State of California, and if applicable, the City of Chula Vista, or as c1q,se thereto as possible. Venue for this Agreement, and performance hereunder, shall be the City of Chula Vista. 4.3. Multiple Signatories. If there are multipie signatories to this agreement on behalf of Applicant, each of such signatories shall be jointly and severally liable for the performance of Applicant's duties herein set forth. 4.4. Signatory Authority. This signatory to this agreement hereby warrants and represents that he is the duly designated agent for the Applicant and has been duly authorized by the Applicant to execute this Agreement on behalf of the Applicant. Signatory shall be personally liable for Applicant's Duty to Pay and Applicant's Duty to Deposit in the event he has not been aulhorized to execute this Agreement by Applicant. 4.5 Hold Harmless. Applicant" shall defend, indemnify and hold harmless the City, its elected and appointed officers and employees, from and against any claims. suits, actions or proceedings, judicial or administrative, for writs, orders. Injunction or other relief, damages, liability, cost and expense (including without limitation attorneys' fees) arising oul oi City's actions in processing or issuing Applicant's Permit, or in exercising any discretion related thereto including but not limited to the giving of proper environmental review, the holding of public hearings, the extension of due process rights, except only for those claims, suits, actions or proceedings arising from the sole negligence or sole willful conduct of the City. its officers, or employees known to, but not objected to, by the Applicant. Applicant's indemnification shall include any and all costs, expenses, attorney's fees and liability Incurred by the City, its officers. agents, or employees in defending against SUCh claims, whether the same proceed to judgement or not. Further, Applicant, at its own expense, shall, upon written request by the City, defend any such suit or action .brought against the City, its officers, agents, or employees. Applicant's indemnification of City shall not be limited by any prior or subsequent declaration by the 27f:'l Fourlh Avenue ~-\ ~~ Chula Visla I Caliiornia 91910 (019) O'Yl-S1U1 '; P I ann n g & Building PI..nning Division I Department Development Processing cnv OF CHULA VlsrA Development Permit Processing Agreement - Page 3 Applicant. At its sole discretion, the City may participate at its own expense in the defense of any such action, but such participation shall not relieve the applicant of any obligation imposed by this condition. 4.6 Administrative Claims Requirements and Procedures. No suit or arbitration shall be brought arising out of this agreement against the City unless a claim has first been presented in writing and filed with the City of Chula Vista and acted upon by the City of Chula Vista in accordance with the procedures set forth in Chapter 1.34 of the Chula VISta Municipal Code, as same may from time to time be amended, the provisions of which are incorporated by this reference as If fully'set forth herein, and such policies and procedures used by the City in the implementation of same. Upon request by City, Consultant shall meet and confer in good fallh with City for the purpose of resolving any dispute over the tenms of this Agreement. Now therefore, the parties hereto, having read and understood the tenms and conditions of this agreement, do hereby express their consent to the tenms hereof by selling their hand hereto on the date set forth adjacent thereto. Dated: City of Chula Vista 276 Fourth Avenue Chula Vista, CA By: Dated: ;:J NJ 0) T~ O~ Cu. et,l . I\P (-{.",,,,-c... Ft'iS".... <...c" [)"~j'>, ((.>, 9;2/-:>..... By: (/J'-- ~ 4,- \ 1,~ 27b Fourth Avenue Chula Vista I Caliiornia Y1Y10 IblY) bYl-S1Ul Attachment 8 WHEN RECORDED PLEASE MAIL TO: CITY OF CHULA VISTA City Clerk 276 Fourth Avenue Chula Vista, CA 91910 THIS SPAf:F FOR RFf:OROFR'S TTSF ONT Y Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Development Project 765-795 Palomar Street The Chula Vista City Council does hereby approve Design Review Permit DRC-05-39 and Conditional Use Permit SUPS-07-01, subject to adoption of the Rezone PCZ-07-0I, Precise Plan ModifYing Standards and the following list of conditions: COMMUNITY DEVELOPMENT DEPARTMENT 1. Lot I (Phase I) of the subject property ("Project") shall be developed and maintained in conformance with the approved application, plans, and color and material board, except as modified herein. 2. Applicant of Lot I shall submit all exterior lighting plans, landscape and irrigation plans, solid waste and recycling plans for review and approval prior to the issuance of first building permit for the project, to the satisfaction of the City Engineer. Applicant shall provide sufficient lighting for parking along the southern driveway. 3. Applicant of Lot I shall implement all exterior lighting plans, landscape and irrigation plans, solid waste and recycling plans prior to the issuance of the first building permit for Phase I of the project, to the satisfaction of the City Engineer. Applicant shall maintain these improvements in accordance with said plans. 4. Prior to leasing any retail space, the Developer of Lot 2 shall submit written description for hours of operation for the tenants of the retail/commercial uses to the Director of Planning and Building for review and approval. The hours of operation shall be such that there is no conflict with the residential units. 5. The Project shall be constructed with rooftop patios at the two end-units of all the 9-plex buildings in order to provide additional private usable open space. 6. All utility meters and closets shall be painted to match the colors of the building elevations. 7. Identification signs shall be limited to those signs permitted by Section 19.60.400 and Section 19.60.410 of the Chula Vista Municipal Code (CVMC) and shall comply with the regulations stated therein. 4,-\ ~ l, Design Review and Conditional Use Pennit Conditions Bayvista Walk Mixed-Use Project Page 2 of? 8. A graffiti resistant treatment shall be to all wall and building surfaces as shown on all approved building and wall plans. Said plans shall be submitted for City approval prior to issuance of the first building permits. 9. All ground mounted utility appurtenances, such as transformers, AC condensers, etc., shall be located out of public view and adequately screened using a combination of concrete or masonry walls, grade contouring (berming), and landscaping to the satisfaction of the City. PLANNING AND BUILDING DEPARTMENT CONDITIONS 10. The Project shall comply with 2005 Energy Requirements, 2001 Handicap Accessibility Requirements, and SBI025. In addition, plans submitted on or after January 1, 2008 must comply with new international codes II. The Project shall comply with applicable codes and requirements, including but not limited to 2001 CBC, CFC, CMC, CPC, ADA, and 2004 CEC requirements. 12. The Project shall comply with Table SA, Table 5B, Section 503.4, Chapter 12, 10 and 9 of Building Code with regards to Area Limits, Height of the Building, Location of Property, Special Occupancy Requirements, Ventilation, Exits and Sprinklers. 13. The Project shall comply with Seismic Zone 4, wind speed 70 MPH exposure C, and other codes in effect at the time of issuance of any permit. 14. Applicant of Lot 1 shall submit a final landscape and irrigation plan (prepared by a licensed Landscape Architect) for the project prior to the issuance of first building permit for review of the City's Landscape Planner and City Arborist. 15. The applicant of Lot 1 and Lot 2 shall implement and comply with, to the satisfaction of the Planning and Building Department and the City Engineering Division, the mitigation measures identified in the Bayvista Walk Mitigated Negative Declaration (IS-05-012) and Mitigation Monitoring and Reporting Program. ENGINEERING AND PUBLIC WORKS DEPARTMENT CONDITIONS 16. Any onsite sewer and storm drain system shall be private. All sewer laterals and storm drains shall be privately maintained from each building to the City maintained public facilities. 17. The applicant of Lot I shall complete the applicable Storm Water Compliance Forms and comply with the City of Chula Vista's Storm Water Management Standards Requirements Manual. These forms shall be submitted with the grading plans. All projects falling under the Priority Development Project Categories are required to comply with the Standard Urban Storm Water Mitigation Plans (SUSMP) and Numeric Sizing Criteria. Based on the Completion of the Storm Water Compliance Forms, the project may be required to submit a ~--'A.I Design Review and Conditional Use Pennit Conditions Bayvista Walk Mixed-Use Project Page 3 of7 SWPPP and Water Quality Technical Report (WQTR) with the submittal of the grading plans. The following items shall be incorporated in the grading plans and related reports: a. Grading Plans: The Applicant of Lot 1 is required to implement Best Management Practices (BMPs) to prevent pollution of the storm water conveyance systems, both during and after construction. Permanent storm water requirements shall be incorporated into the project design, and shall be shown on the grading plans. Any construction and nonstructural BMPs requirements that cannot be shown graphically must be either noted or stapled on the plans. b. SWPPP and WQTR: Development of the Project shall comply with all applicable regulations, established by the United States Environmental Protection Agency (USEPA) as set forth in National Pollutant Discharge Elimination System (NPDES) permit requirements for urban runoff and storm water discharge, and any regulations adopted by the City of Chula Vista pursuant to the NPDES regulations and requirements. Further, the applicant shall file a Notice ofIntent (Nor) with the State Water Resource Control Board to obtain coverage under the NPDES General Permit for Storm Water Discharges Associated with Construction Activity and shall implement a Storm Water Pollution Prevention Plan (SWPPP) concurrent with the commencement of grading activities. The SWPPP shall include both construction and post-construction pollution prevention and pollution control measures, and shall identify funding mechanisms for the maintenance of post-construction control measures. c. WQTR: The Applicant of Lot 1 is required to identify storm water pollutants that are potentially generated at the facility, and propose Best Management Practices (BMPs) that will be implemented to prevent such pollutants from entering the storm drainage systems. The WQTR will be required to demonstrate compliance with requirements of the National Pollutant Discharge Elimination System (NPDES) Construction and Municipal Permits, including Standard Urban Storm Water Mitigation Plans (SUSMP) and Numeric Sizing Criteria requirements. The WQTR shall be submitted with the Applicant of Lot 1 's grading/improvement plans, in accordance with the City's Manual. 18. This Project shall comply with all requirements of State Water Resources Control Board (SWRCB) NPDES General Permit No. CAS000002, Waste Discharge Requirements for Discharges of Storm Water Runoff Associated with Construction Activity. In accordance with said Permit, a Storm Water Pollution Prevention Plan (SWPPP) and a Monitoring Program Plan shall be developed and implemented concurrent with the commencement of grading activities to the satisfaction of the City Engineer. The SWPPP shall specify both construction and post-construction structural and non-structural pollution prevention measures. The SWPPP shall provide for the operation and maintenance of post-construction pollution measures, including short-term and long-term funding sources and the party or parties that will be responsible for the implementation of said measures for approval of the City Engineer. .t\-\~<f Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Project Page 4 of? A complete and accurate Notice-of-intent (NOI) must be filed with the SWRCB. A copy of the acknowledgement from the SWRCB that a NOI has been received for this Project shall be filed with the City of Chula Vista when received. Further, a copy of the completed NO! from the SWRCB showing the Permit Number for this project shall be filed with the City of Chula Vista when received. Project shall comply with the permit and SWRCB. 19. Pursuant to NPDES Municipal Permit, Order No. 2001-01, the proposed Project is considered a Priority Development Project and therefore subject to the requirements of the Standard Urban Storm Water Mitigation Plans (SUSMPs) and Numeric Sizing Criteria. The Applicant of Lot 1 is required to complete the applicable forms (see City of Chula Vista's Development and Redevelopment Storm Water Management Requirements Manual) and comply with the Manual's requirements. 20. A Water Quality Technical Report is required to identifY potential pollutants generated at the site during the post-development phase of the project and identifY/propose appropriate structural and non-structural Best Management Practices (BMP's) to minimize discharge of such pollutants to the maximum extent practicable and shall be submitted for city approval concurrent with Lot I's grading plans. 21. A hydrology study shall be provided with the submittal of grading plans for the approval of the City. Such study shall, in particular, demonstrate compliance with Section F.I.b.(2)G) of the NPDES Municipal Permit, Order No.2001-01, that requires the control of peak storm water discharge rates and velocities in order to maintain or reduce pre-development downstream erosion and protect stream habitat. 22. Applicant of Lot 1 shall maintain number of parking spaces, per approved site plan. FIRE DEPARTMENT CONDITIONS 23. On-site fire hydrants (24' fire roadway access/turnarounds) shall be installed every 300 feet along with a full NFP A 13 commercial fire sprinkler system and full fire alarm monitoring system, prior to the issuance of first building permit. Sprinklered buildings shall have a fire control room and be supported by a fire department connection to be located by the Chula Vista Fire Department. 24. Applicant of Lot 1 shall provide a water study to determine if adequate pressure is available for the project and if a fire pump will be required, prior to issuance of the first building permit. 25. The Applicant of Lot 1 shall provide Fire Department standpipes. Refer to Table 1004-A of the CFC 2001, prior to issuance of the first building permit. 26. Buildings shall be addressed in accordance with the following criteria: 4--\44: Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Project Page 5 of7 · 0 - 50 ft. from the building to the face of the curb = 6-inches in height with a I-inch stroke; · 51 - 150 ft. from the building to the face of curb = lO-inches in height with a 1l!2-inch stroke; . 151 ft. from the building to the face of curb = 16-inches in height with a 2-inch stroke. 27. The Chula Vista Fire Department will require the following prior to delivery of combustible materials on any construction site: . Water supply . Access . Street signs 28. This Project shaIl be protected throughout by an approved automatic fire sprinkler system (NFPA 13, 13R, 13D System). 29. This Project shaIl be protected throughout by an approved fire alarm system (automatic, manual, fire flow monitoring). 30. Applicant of Lot 1 shall cooperate with the Owner! Applicant of the property to the south in grading and constructing the fire access easement with a slope that is adequate for fire trucks. 3 I. Applicant of Lot 1 shall comply with the Fire Department condition to provide roIlover sidewalk curbs at all corners of the internal driveways for fire truck overhang. GENERAL SERVICES DEPARTMENT CONDITIONS 32. The Applicant of Lot 1 shall submit and comply thereafter, a Recycling and Solid Waste Management Plan to the Environmental Services Program Manager for review and approval as part of the permit process, prior to issuance of the first building permit. The Plan shall demonstrate those steps the Applicant will take to comply with Municipal Code, including but not limited to Sections 8.24, 8.25 and 19.58.340 and meet the State mandate to reduce or divert at least 50% of the waste generated by all residential, commercial and industrial developments (including demolition and construction phases). 33. The Applicant of Lot I shaIl contract with the City's franchise hauler throughout the construction and occupancy phases of the project. POLICE DEPARTMENT CONDITIONS 34. AIl landscaping in the Tot lot area landscaping shaIl be maintained at heights of 2 feet maximum for shrubbery and 6 feet minimum for trees to maintain visibility from all views. 4"- , 61:> Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Project Page 6 of? SCHOOL DISTRICTS 35. Applicant shall pay all school fees required by the Chula Vista Elementary and High School Districts. 36. Applicant of Lot I shall provide a copy of an approved (stamped/signed) Tentative Map to the Chula Vista Elementary and High School District in order to comply with Office of Public School Construction eligibility audit. SWEETWATER AUTHORITY 37. Applicant of Lot I shall comply with all the requirements from the Water Authority, pursuant to letter to City staff dated July 5, 2007. MISCELLANEOUS CONDITIONS OF APPROVAL 38. Applicant and/or Property Owner of Phase 2/Lot 2 shall submit a Precise Plan and go through the Chula Vista Redevelopment Corporation design review process to ensure compliance with the following design parameters: . Mixed-use development at General Plan level densities to reach a minimum of 32 du/ac for the combined project (phase I & 2); . Significant architectural elements that continue to emphasize this site as a "Gateway" to Southwest Chula Vista; . Mixed-use component to meet all development standards and processes; . Neighborhood serving commercial component to be conveniently located in relation to the transit station and storefronts that promote pedestrian activity along Palomar Street and Industrial Boulevard; . Internal connection to Phase I; . Continuous pedestrian access to transit; and . Integrated design elements with Phase I. 39. Lot 2 shall require an amendment to this Conditional Use Permit in order to develop Lot 2 and if the uses for Lot 2 as permitted herein are expanded. 40. The Applicant of Lot I shall comply with all applicable federal, state, and local requirements. Any violation of applicable City ordinances, codes, standards, and policies, or of any condition of approval shall be grounds for revocation or modification of this Conditional Use Permit by the City ofChula Vista. 41. Violation of any terms or conditions set forth herein shall be grounds for revoking or denial of building permits. ~r-'<S \ Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Project Page 7 of? 42. This permit shall become void and ineffective for Lot 1 if not used or extended within one year from the effective date thereof, in accordance with Section 19.14.600 of the Municipal Code. 43. The Applicant/owner of Lot 1 shall submit CC&Rs of the City's approval that incorporate the requirements of the conditions herein. In any case if the Project is not in compliance with the CC&R's, this permit is subject to modification or revocation. 44. This permit shall be subject to any and all new, modified, or deleted conditions imposed after approval of this permit to protect the public from a specific condition dangerous to its health or safety or both due to the project, which condition(s) the City shall impose after advance written notice to the permittee and after the City has given the permittee the right to be heard with regard thereto. However, the City in exercising this reserved right/condition, may not impose a substantial expense or deprive permittee of a substantial revenue source which the permittee cannot, in the normal operation of the use permitted, be expected to economically recover. 45. The Property Owners for Lot 1 and Lot 2 shall and do hereby agree to indemnifY, protect, defend, and hold harmless the City, its Council members, officers, employees, agents, and representatives from and against all liabilities, losses, damages, demands, claims, and costs, including court costs and attorney's fees (collectively, liabilities) incurred by the City arising directly or indirectly from a) City's approval and issuance of this permit, b) City's approval or issuance of any other permit or action, whether discretionary or non discretionary, in connection with the use contemplated herein, and without limitation, any and all liabilities arising from the operation of the facility. Compliance with this provision is an express condition of this permit and this provision shall be binding on any and all of the successors and assigns of Lot 1 and Lot 2. EXECUTION AND RECORDATION OF RESOLUTION OF APPROVAL The Property Owner of Lot I shall execute this document by signing lines provided, said execution indicating that the property owner and applicant have each read, understand and agree to the conditions contained herein. Upon execution, this document shall be recorded with the County Clerk of the County of San Diego, at the sole expense of the property owner and/or applicants, and a signed, stamped copy returned to the City Clerk with a copy to the Planning Department. Failure to return a signed and stamped copy of this recorded document within thirty days of recordation to the City Clerk shall indicate the property owner's/applicants' desire that the project, and the corresponding application for building permits and/or business license, be held in abeyance without approval. Said document also on file in the Clerk's Office as Document No. Property Owner Signature Date Applicant Signature Date '\r-- \ 6 ')...- Attachment 9 Tentative Map Conditions Bayvista Walk Mixed-Use Development Project 765-795 Palomar Street (10/17/07) The City Council of the City of Chula Vista hereby approves Tentative Map PCS-07-01 subject to the following conditions. Prior to approval of the final map, unless otherwise indicated, Applicant shall comply with the following: GENERAL CONDITIONS 1. This project approval is contingent upon adoption of the ordinance approving Rezone PCZ-07-01 and Precise Plan Modifying Standards. 2. Applicant shall pay all applicable fees, including any unpaid balances of permit processing fees for the deposit account DQ-1168. 3. The Applicant shall comply with all applicable sections of the Chula Vista Municipal Code (CVMC). Preparation of the Final Map and all plans shall be in accordance with the provisions of the Subdivision Map Act and the city of Chula Vista Subdivision Ordinance, Subdivision Manual, and City policies. Underground all utilities within the subdivision in accordance with CVMC requirements. 4. The Applicant and Property Owner shall and do agree to indemnify, protect, defend and hold harmless the City Council, Redevelopment Agency and the City, their members, officers, employees and representatives, from and against any and all liabilities, losses, damages, demands, claims and costs, including court costs and attorney's fees (collectively, liabilities) incurred by the City Council, Redevelopment Agency and/or the City arising, directly or indirectly, from (a) The City CouncillRedevelopment Agency's approval of this Tentative Map, (b) The City CouncillRedevelopment Agency's approval or issuance of any other permit or action, whether discretionary or non-discretionary, in connection with the use contemplated herein, and Applicant and Property Owner shall acknowledge their agreement to this provision by executing a copy of this document where indicated below. Applicant's/Owner's compliance with this provision is an express condition of this Tentative Map and this provision shall be binding on any and all of Applicant's/Owner's successors and assigns. 5. The Applicant and Property Owner shall execute this document by signing the lines provided below, said execution indicating that the Applicant and Property Owner have each read, understood, and agreed to the conditions contained in the Tentative Map. ~r\~.2> Tentative Map Conditions Bayvista Walk Mixed Use Project Page 2 of 10 6. If any of the foregoing conditions fail to occur, or if they are, by their terms, to be implemented and maintained over time, if any of such conditions fail to be so implemented and maintained according to their tetms, the City Council and Redevelopment Agency shall have the right to revoke or modify all approvals herein granted, deny, or further condition issuance of all future building permits, deny, revoke, or further condition all certificates of occupancy issued under the authority of approvals herein granted, institute and prosecute litigation to compel their compliance with said conditions or seek damages for their violation. Failure to satisfY the conditions of this Tentative Map may also result in the imposition of civil or criminal penalties. CONDITIONS RELATED TO THE GRADING AND DRAINAGE 7. All onsite drainage and sewer facilities shall be private. 8. Applicant shall submit a detailed grading plan in accordance with the Chula Vista Grading Ordinance before issuance of first building permit. Details such as type, cross sections, and profiles of any proposed retaining walls, special drainage structures, and structural drainage BMPs shall be shown on the grading plans for City's review and approval. 9. Applicant shall submit a drainage study prepared by a registered civil engineer to be reviewed and approved by the City Engineer prior to issuance of a grading permit or other development permit. Design of the drainage facilities shall consider existing onsite and offsite drainage patterns. The drainage study shall calculate the pre-developed and the post-developed flows and show how downstream properties and stOtm drain facilities are impacted. If the post-development flows exceed the pre-development flows, the study shall include calculations sizing proposed detention system(s). The extent of the study shall be as approved by the City Engineer. 10. Applicant shall submit a detailed geotechnical report prepared, signed and stamped by both a registered civil engineer and certified engineering geologist prior to approval of grading plans and issuance of a grading permit. 11. Applicant shall fulfill the landscaping requirements as set forth by the City Landscape Architect prior to approval of grading plans. 12. Applicant shall provide a security in the amounts of: 25% of estimated earthwork costs; 100% of estimated costs of appurtenant structures, as determined by the approved engineer's estimate; 100% oflandscaping and irrigation facilities; and 100% oflandscape maintenance for a period stated on the Grading Permit, prior to approval of grading plans and issuance of a grading permit. ~--\64 Tentative Map Conditions Bayvista Walk Mixed Use Project Page3 of 10 CONDITIONS RELATED TO WATER QUALITY AND NPDES 13. Applicant shall comply with the Regional Water Quality Control Board Order R9-2007- 0001 and the Chula Vista Standard Urban Storm Water Mitigation Plan (SUSMP) both as amended from time to time. 14. Applicant shall submit and obtain approval of a water quality technical report for the project prior to the issuance of a grading permit. 15. Applicant shall implement, prior to the final map NPDES best management practices ("BMPs") to reduce the amount of pollutants entering the city's storm water conveyance system, including but not limited to: a. Installing and using efficient irrigation systems and landscape design; more specifically: 1. Employ rain shutoff devices to prevent irrigation after precipitation. 11. Adjust irrigation systems to each landscape area's specific water requirements lll. Using flow reducers or shutoff valves triggered by a pressure drop to control water loss in the event of broken sprinkler heads or lines. IV. Employing other comparable, equally effective, methods to reduce irrigation water runoff. b. Employing integrated pest management principles. More specifically, eliminate and/or reduce the need for pesticide use by implementing Integrated Pest Management (IPM), including: (I) planting pest-resistant or well-adapted plant varieties such as native plants; (2) discouraging pests in the landscaping design; (3) distributing IPM educational materials to homeowners/residents. Minimally, educational materials must address the following topics: keeping pests out of buildings and landscaping using barriers, screens, and caulking; physical pest elimination techniques, such as, weeding, squashing, trapping, washing, or pruning out pests; relying on natural enemies to eat pests; and, proper use of pesticides as a last line of defense. c. Applicant shall Indemnify, and hold harmless the City, its elected and appointed officers and employees, from and against all fines, costs, and expenses arising out of non-compliance with the requirements of the NPDES regulations, in connection with the execution of any construction and/or grading work for the Project, whether the non-compliance results from any action by the Applicant, any agent or employee, subcontractors, or others. The applicant's indemnification shall include any and all costs, expenses, attorney's fees and liability incurred by .~V-\ 56 Tentative Map Conditions Bayvista Walk Mixed Use Project Page 4 of 10 the City. d. Applicant shall agree to not protest the formation of a facilities benefit district or any other funding mechanism approved by the City to finance the operation, maintenance, inspection, and monitoring ofNPDES facilities. This agreement to not protest shall not be deemed a waiver of the right to challenge the amount of any assessment, which may be imposed due to the addition of these improvements and shall not interfere with the right of any person to vote in a secret ballot election. e. Applicant shall agree to perpetually maintain storm drain BMPs, as recommended in the approved WQTR for the project. 16. Applicant obligation may be reassigned to a Homeowner's Association or other appropriate Maintenance District subject to the approval of the City Engineer. PUBLIC IMPROVEMENTS 17. Applicant shall provide an improvement plan showing all existing and proposed public improvements such as driveways, curb, gutter, sidewalk for City's review and approval, prior to issuance of the first building permit. Proposed driveways shall be constructed per ADA requirements and per City of Chula Vista Design Standards. Developer is responsible for replacing any broken sidewalk along the project frontage. Developer shall secure any required improvements prior to final map approval. 18. Applicant shall provide the engineer's estimates for construction of public improvements, per Section 7-100 of the City of Chula Vista Subdivision Manual, before approval of the improvement plans. 19. Applicant shall provide bonds prior to the final map, for the faithful performance and for labor and material that will satisfy the provisions of Article (18.16.230) of the City of Chula Vista Municipal Code (CVMe). 20. Access to all existing or proposed public sewer manholes shall be provided pursuant to the Subdivision Manual. 21. Paved access to existing and proposed public sewer systems with manholes shall be designed for a minimum Traffic Index (II) equal to 5. 22. Applicant shall secure in accordance with Section 18.16.220 of the CVMC, the construction and/or construct all sewer improvements required for the project, including but not limited to the on-site sewer system, the off-site upsizing of the 12" sewer line within Industrial Boulevard to a IS" line from Manhole 5106 to 5045, prior to the first final map. Said improvements shall include, but not be limited to trenching, sewer main and laterals, manholes to the satisfaction of the City Engineer. Developer may process a A:- )51.. Tentative Map Conditions Bayvista Walk Mixed Use Project Page 5 of 10 reimbursement agreement for the over-sizing of the sewer facility pursuant to Muni Code 15.50. 23. Prior to the approval of the first Final Map, the Applicant will be required to ensure to the satisfaction of the City Engineer that adequate capacity for its project will be available on or before the date that a unit or units are completed. Building permits will not be issued if the City Engineer has determined that adequate sewer capacity does not exist. All development must comply with the CVMC, specifically Sections 19.09.010 (A) 6 and 13.14.030. 24. Pursuant to mitigation measure #13, the Applicant shall submit plans and construct to the satisfaction of the City Engineer the partial median at the intersection of Frontage RoadlWalnut Avenue & Palomar Street, prior to the issuance of the first building permit. PRIVATE OR ON-SITE IMPROVEMENTS 25. Prior to the issuance of first building permit, the applicant shall complete the formation of a Homeowners Association to maintain on-site private improvements, including, but not limited to: all walls, fences, lighting structures, paths, recreational amenities and structures, sewage facilities, drainage structures, including BMPs, parking areas, driveways, and landscaping. Prior to the final map, applicant shall submit for City's approval the Codes, Covenants & Restrictions (CC&Rs). The CC&Rs shall authorize the City to enforce the terms and conditions of the CC&Rs in the same manner as any owner of the project. CC&R'S 26. Applicant shall submit CC&R's as approved by the City Attorney to the City Engineer and Director of Planning and Building for approval prior to the first final map. Said CC&R's shall include the following: . Indemnification of City for private sewer spillage. . Listing of maintained private facilities. . The City's right but not the obligation to enforce CC&R's. . Provision that no private facilities shall be requested to become public unless all homeowners and 100% of the first mortgage obligee have signed a written petition. . Maintenance of all walls, fences, lighting structures, paths, recreational amenities and structures, sewage facilities, drainage structures, including BMPs, parking areas, driveways, and landscaping. . Compliance with CVMC Section 8.24.100, Placement of containers for collection (trash). . Implement education and enforcement program to prevent the discharge of pollutants from all on-site sources to the storm water conveyance system. 1r)<51 Tentative Map Conditions Bayvista Walk Mixed Use Project Page 6 of 10 . Compliance with the approved solid waste plan. Said CC&R's shall be consistent with Chapter 18.44 of the Subdivision Ordinance, and shall be recorded concurrently with the final map. 27. Applicant shall submit with the first final map homeowners association (HOA) budget for review and approval by the City Engineer for the maintenance of private streets, storm drains, including BMPs, sewage systems, and the corresponding streetscape and landscape improvements adjacent to the property being built through the Palomar Gateway Beautification Improvements. Said budget shall include the following maintenance activities: . Streets must be sealed every 7 years and overlaid every 20 years. . Sewers must be cleaned once a year with a contingency for emergencies. . Red curbs / striping must be painted once every three years. . Drainage BMPs shall be maintained per the recommendations made In the approved WQTR for the project. The City of Chula Vista shall be granted the right, not the obligation, at its discretion, to enforce the terms and conditions of the Declaration, in order to ensure the maintenance of all streets, sewers, common areas, driveways, and drainage systems, including BMP's, which are private. All the individual condominium unit owners of the project shall be jointly and severally liable for any costs or expenses with a right of contribution for maintenance and repair of all private driveways. EASEMENTS 28. Streets within the development shall be private. Reciprocal accesses easements or a covenant of easements shall be provided to allow access to both parcels from either the east or the west prior to the final map. 29. Applicant shall grant an easement for the purposes of maintaining any proposed public sewer or drainage lines to the City. This easement shall be shown on the final map. 30. Applicant shall grant an easement along the southerly driveway to the development to the south (Marcella Villas) for emergency access purposes. It shall be the responsibility of Marcella Villas to install and maintain the emergency access gate. 3 I. Prior to approval of the Final Map, Applicant shall grant an easement along the southerly driveway to the applicant and/or property owner of Phase 2/Lot 2 for all utilities. 32. Prior to approval of the Final Map, Applicant shall grant an easement to the City ofChula Vista at the northwest corner of Parcel I for the construction of an entry monument by the City ofChula Vista. '\-,0 <[ Tentative Map Conditions Bayvista Walk Mixed Use Project Page 7 of 10 33. All existing easements and irrevocable offers of dedication shall be shown on the final map. A title report dated within 60 days of submittal of the final map shall be submitted together with backing documents for all existing public utility easements and offers of dedication. Developer shall submit evidence of noticing to all existing public utility easement holders within the project boundaries as required by the Section 66436 of the Subdivision Map Act. RIGHT-OF-WAY / Streets 34. Applicant shall dedicate right-of-way as shown on the Tentative Map for the purposes of the Palomar Street and Industrial Boulevard improvements. This dedication shall be shown on the final map. 35. Applicant shall secure or construct, prior to the final map, in accordance with Section 18.16.220 of the Municipal Code, the construction andlor construct full street improvements for all on-site and off-site streets improvements including but not limited to Industrial (palomar Street to the southerly project boundary), Palomar Street (Frontage Road to Industrial Blvd.) and Frontage Road (Palomar Street to the southerly project boundary. Said improvements shall include, but not be limited to, asphalt concrete pavement, base, concrete curb, gutter and sidewalk, sewer, reclaimed water and water utilities, drainage facilities, street lights, traffic signals, signs, landscaping, medians, striping, signage, irrigation, fencing and fire hydrants. 36. Applicant shall pay for or enter into an agreement to pay for, any required construction change orders and design alterations, prior to issuance of the first building permit or at the discretion of the City Engineer, in coordination with the Palomar Gateway Beautification Improvements, including but not limited to the driveway and median at Industrial Boulevard. Street light locations shall be subject to the approval of the City Engineer. AGREEMENTS 37. Applicant shall enter into an agreement prior to the final map to include the following additional provisions: · Agree to defend, indemnify and hold harmless the City and its agents, officers, and employees, from any claim, action or proceeding against the City, or its agents, officers or employees to attack, set aside, void or annul any approval by the City, including approval by its Planning Commission, City Councilor any approval by its agents, officers, or employees with regard to this subdivision pursuant to Section 66499.37 of the State Map Act provided the City promptly notifies the subdivider of any claim, action or proceeding and on the further condition that the City fully cooperates in the defense. A..- )'5,"\ Tentative Map Conditions Bayvista Walk Mixed Use Project Page 8 of 10 . Agree to hold the City harmless from any liability for erosion, siltation or increase flow of drainage resulting from this project. · Agree to ensure that all franchised cable television companies ("Cable Company") are permitted equal opportunity to place conduit and provide cable television service to each lot within the subdivision. Restrict access to the conduit to only those franchised cable television companies who are, and remain in compliance with, all of the terms and conc1itions of the franchise and which are in further compliance with all other rules, regulations, ordinances and procedures regulating and affecting the operation of cable television companies as same may have been, or may from time to time be issued by the City of Chula Vista. MISCELLANEOUS 38. Prior to the issuance of building permits, Applicant shall pay the following fees based on the final building plans submitted: a) Sewer Connection and Capacities fees b) Development Impact Fees c) Traffic Signal Fees 39. Prior to the approval of any final map, Applicant shall pay costs associated with the initial two years of maintenance of the corresponding streetscape and landscape improvements, adjacent to the subject property, which are being built through the Palomar Gateway Beautification Improvements. 40. Prior to the approval of any final map, the Applicant shall pay all applicable Western Transportation Development Impact Fees (WTDIF) at the rates in effect at the time of approval of the final map. 41. Applicant shall tie the boundary of the subdivision to the California System-Zone VI (NAD '83). 42. Applicant shall submit copies of the Final Map, grading plans, and improvement plans in a digital format such as (DXF) graphic file prior to approval of the Final Map. Provide computer aided Design (CAD) copy of the Final Map based on accurate coordinate geometry calculations and submit the information in accordance with the City Guidelines for Digital Submittal in duplicate on 3 Y, HD floppy c1isk prior to the approval of the Final Map. 43. Applicant shall submit a conformed copy of a recorded tax certificate covering the property prior to approval of the Final Map. 4r-\ 1J b Tentative Map Conditions Bayvista Walk Mixed Use Project Page 9 of 10 PARK AND DEVELOPMENT (GENERAL SERVICES) 44. Prior to the approval of the Final Map, the Applicant shall pay all applicable Parkland Acquisition and Development Fees (PAD fees) at the rates in effect at the time of approval of the map or building permit in accordance with C.V.M.C. Chapter 17.10. WATER CONSERV A nON PLAN/AIR OUALITY IMPROVEMENT PLAN 45. Applicant shall implement all conservation measures contained in the Bayvista Walk Water Conservation Plan (WCP) and Air Quality Improvement Plan (AQIP), during project implementation. 46. All water conservation measures contained in the Bayvista Walk WCP shall be identified on construction plans including hot water pipe insulation, pressure reducing valves, water efficient dishwashers, water efficient landscaping and evapotranspiration (ET) controllers. 47. All air quality measures contained in the Bayvista Walk AQIP including the specific building efficiency program to be used shall be identified on construction plans. 48. During project implementation, Applicant shall implement the final AQIP measures as approved by the City Council, and as may be amended from time to time, and to comply and remain in compliance with the AQIP. 49. Applicant acknowledges that the City Council may, from time-to-time, modify air quality improvement and energy conservation measures as technologies and/or programs change or become available. The Developer shall modify the AQIP to incorporate those new measures upon request of the City, which are in effect at the time, prior to or concurrent with each map approval within the Project. The new measures shall apply to development within all future map areas, but shall not be retroactive to those areas, which receive final map approval prior to effect of the subject new measures. The Developer acknowledges and agrees that the City has adopted the City of Chula Vista AQIP Guidelines as approved per Resolution No. 2003-260 and that such guidelines as approved and as may be amended from time-to-time shall be implemented. 50. Applicant shall implement the fmal WCP measures as approved by the City Council, and as may be amended from time to time, and to comply and remain in compliance with the WCP. 51. Applicant acknowledges that the City Council may, from time-to-time, modify water conservation measures as technologies and/or programs change or become available. The Developer shall modify the WCP to incorporate those new measures upon request of the City, which are in effect at the time, prior to or concurrent with each map approval within the Project. The new measures shall apply to development within all future map areas, .t\.-\~ \ Tentative Map Conditions Bayvista Walk Mixed Use Project Page 10 of 10 but shall not be retroactive to those areas, which receive final map approval prior to effect of the subject new measures. The Developer acknowledges and agrees that the City has adopted the City of Chula Vista WCP Guidelines as approved per Resolution No. 2003- 234 and that such guidelines as approved and as may be amended from time-to-time shall be implemented. ENVIRONMENTAL MITIGATION CONDITION 52. The applicant shall implement to the satisfaction of the Planning and Building Department and the City Engineering Division the mitigation measures identified in the Bayvista Walk Mitigated Negative Declaration (18-05-012) and Mitigation Monitoring and Reporting Program. Applicant shall agree to remain in compliance with said Mitigations Measures. AFFORDABLE HOUSING REGULATORY AGREEMENT 53. In lieu of building affordable housing [pursuant to the Housing Element Balanced Communities ("Inclusionary") Policy], the Applicant shall, prior to the issuance of the first building permit, convey Lot 2, free and clear of all encumbrances other than those approved by the City Attorney, to the Redevelopment Agency of the City ofChula Vista. Applicant shall provide with the final map; a Title Report for Lot 2, a Phase I Hazardous waste Report for Lot 2 and Title Insurance equal to the value of Lot 2. FIRE CONDITIONS 54. Applicant shall obtain the fire marshal's approval for a lighted directory and other emergency measures prior to the first fmal map for the project. ~,~'- CYRC RESOLUTION NO. 2007 RESOLUTION OF THE CHULA VISTA REDEVELOPMENT CORPORATION RECOMMENDING THAT THE CITY COUNCIL (1) ADOPT MITIGATED NEGATIVE DECLARATION (IS-05-012); (2) ADOPT REZONE PCZ-07-01 FOR A 4.89-ACRE PORTION OF THE SITE FROM COMMERCIAL THOROUGHFARE WITH PRECISE PLAN (CT -P) TO CENTRAL COMMERCIAL WITH PRECISE PLAN (CC-P) ALONG WITH THE APPROVAL OF PRECISE PLAN MODIFYING STANDARDS; (3) APPROVE CONDITIONAL USE PERMIT (SUPS-07-01); (4) APPROVE DESIGN REVIEW PERMIT (DRC- 05-39); AND (5) APPROVE TENTATIVE MAP (pCS-07-01) TO ALLOW THE CONSTRUCTION OF 154 MULTI-FAMILY UNITS AND 5,000 TO 10,000 SQUARE FEET OF COMMERCIAL SPACE ON THE SITE AT 765-795 PALOMAR STREET WHEREAS, the parcel, which is the subject matter of this resolution, is represented in Exhibit A attached hereto and incorporated herein by this reference, and for the purpose of general description is located at 765-795 Palomar Street, Chula Vista; and WHEREAS, duly verified applications for a Rezone (pCZ-07-01) with a Precise Plan Standard was received on September 8, 2006, a Design Review Permit (DRC-05-39) on April 22, 2005, a Conditional Use Permit (SUPS-07-01) on September 8, 2006, and a Tentative Subdivision Map (pCS-07-01) on September 8, 2006 were filed with the City ofChula Vista on behalf of the applicant requesting a rezone, precise plan, conditional use permit, design review and tentative map to enable the development of a 154-unit mixed use residential project with 5- 10,000 square feet of commercial retail space located at 765-795 Palomar Street ("Project"); and WHEREAS, the Environmental Review Coordinator determined that, although the proposed project could have a significant effect on the environment, there will not be a significant effect in this case because mitigation measures have been incorporated in the project and agreed to by the project proponent; and WHEREAS, on October 24, 2007, a Planning Commission hearing time and place was set for said Rezone (with Precise Plan Standards) and notice of said hearing, together with its purpose, was given by its publication in a newspaper of general circulation in the City, and its mailing to property owners and residents within 500 feet of the exterior boundaries of the property, at least ten (10) days prior to the hearing; and WHEREAS, a hearing at the time and place as advertised, namely October 24,2007, at 6:00 p.m. at the John Lippitt Public Works Center, 1800 Maxwell Road was held before the Planning Commission and said hearing was thereafter closed; and WHEREAS, the Planning Commission reviewed and considered the Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program, IS-05-012; and ~ \..., :) CYRC Resolution No. 2007- Page 2 WHEREAS, the Planning Commission after considering all evidence and testimony presented recommended by a vote of x-x that the City of Chula Vista City Council Approve Rezone (pCZ-07-01) a 4.89 acre site from CCT (Commercial Thoroughfare Precise Plan) to CCP (Central Commercial Precise Plan) zone along with Precise Plan Modifying Standards; and WHEREAS, a hearing time and place was set by the Chula Vista Redevelopment Corporation for consideration of the Project and notice of said hearing, together with its purpose, was given by its publication in a newspaper of general circulation in the City, and its mailing to property owners and residents within 500 feet of the exterior boundaries of the property, at least ten (10) days prior to the hearing; and WHEREAS, the Chula Vista Redevelopment Corporation (CYRe) held a duly noticed public hearing to consider said application at the time and place as advertised, namely October 25, 2007 at 6:00 p.rn. in the Council Chambers, 276 Fourth Avenue, before the Chula Vista Redevelopment Corporation and said hearing was thereafter closed. NOW, THEREFORE, BE IT RESOLVED that the Chula Vista Redevelopment Corporation does hereby find, determine, and resolve based upon all the evidence provided herein and at the public hearing, as follows: A. ENVIRONMENTAL DETERMINATION The Environmental Review Coordinator has reviewed the proposed project for compliance with the California Environmental Quality Act and has conducted an Initial Study, IS-05-012, in accordance with the California Environmental Quality Act. Based upon results of the Initial Study, the Environmental Review Coordinator determined that the project could result in effects on the environment. However, revisions to the project made by or agreed to by the applicant would avoid the effects or mitigate the effects to a point where clearly no significant effects would occur; therefore, the Environmental Review Coordinator prepared a Mitigated Negative Declaration, IS-05-012. The Chula Vista Redevelopment Corporation , in the exercise of its independent judgment, and based on the information set forth in the record of its proceedings, finds as follows: the Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program (IS-05-012), on file in the Planning and Building Department, has been prepared in accordance with the requirements of the California Environmental Quality Act (CEQA) and the Environmental Review Procedures of the City of Chula Vista; the Project's environmental impacts will be mitigated by adoption of the Mitigation Measures described in the Mitigated Negative Declaration, and contained in the Mitigation Monitoring and Reporting Program, and the Mitigation Monitoring and Reporting Program is designed to ensure that that the Project complies with the Mitigation Monitoring Program. B. REZONE tv\~~ CYRC Resolution No. 2007- Page 3 1. The CYRC does hereby recommend approval of the rezone (pCZ-07-01) from Commercial Thoroughfare with Precise Plan (CT-P) to Central Commercial with Precise Plan (CC-P) based upon the following findings: a.Public necessity, convenience and the general welfare and good zoning practices support the amendment to the Municipal Code. The proposed CCP zone would provide an implementing zone for the existing Transit Focus Area (TFA) designation of the City's 2005 General Plan, and will contribute to the public convenience and general welfare by further assisting the City's efforts to satisfy the goals and objectives of the General Plan Land Use and Transportation (LUT) Policy 43.4, 43.5 and 43.6 for this area. The CC zone is the only zoning district currently available that allows establishment of mixed use high-density residential development standards in a manner that complies with the City's General Plan and Zoning Ordinance. b. The rezoning of the property will allow the project to further the goals and objectives of the Amended and Restated Redevelopment Plan (2004) regarding the removal of blight and physical improvement to this area of the redevelopment project area. 2. The CYRC further recommends approval of the City of Chula Vista Zoning Map established by Section 19.18.010 of the Chula Vista Municipal Code to rezone the site as depicted in Exhibit B from CT -P to CC-P (Central Commercial Precise Plan). C. PRECISE PLAN FINDINGS The CYRC does hereby recommend approval of the establishment of Precise Plan Modifying Standards, based upon the following findings: 1. That such plan will not, under the circumstances of the particular case, be detrimental to the health, safety or general welfare of persons residing or working in the vicinity, or injurious to property or improvements in the vicinity. The proposed project will contribute to the public convenience and general welfare by assisting the City's efforts to satisfy the goals and objectives of the General Plan Land Use and Transportation (LUT) Policy 43.4, 43.5, 43.6, 43.11 and 43.12 for this area regarding the provision of mixed use higher density residential development in a pedestrian oriented environment, and the goals and objectives of the Merged Chula Vista Redevelopment Project Amended and Restated Redevelopment Plan (2004) regarding the removal of blight and the provision of physical improvement to this area of the redevelopment project area. The proposed CC zone and associated Precise Plan Modifying Standards would allow a project to be developed that is consistent with the existing Transit Focus Area (TF A) designation of the City's 2005 General Plan and allows the orderly growth of this area of the city. The proposed Precise Plan Modifying Standards will not have a negative impact on the surrounding neighborhood because the proposed standards allow '"t..- \ IRb CYRC Resolution No. 2007- Page 4 the applicant to design a Project that is more compatible with higher density residential and transit-oriented mixed-use development planned for the area. The surrounding area includes commercial uses, a transit station, and medium to high residential uses. The proposed modified standards will allow the flexibility in establishing new development standards for building setbacks and open space regulations that will permit construction of higher density multi family and neighborhood serving commercial uses which is more appropriate for the area, as it transitions from existing multi and single-family development to transit- oriented high density residential and mixed use type development. The proposed Precise Plan ModifYing Standards related to open space and building setbacks are not detrimental to the health, safety or general welfare of persons residing or working in the vicinity, or injurious to property or improvements in the vicinity. The reduction in open space and front building setback allow the construction of a project with an urban character and pedestrian orientation, as mandated by the Transit Focus Area designation of the City's 2005 General Plan. The proposed building setback along Palomar (0.5 to 6 feet) is intentionally reduced to create a more urban edge between the proposed building and the sidewalk and Palomar Street. While the proposed setback would deviate from the Zoning Ordinance, the reduction in the setback would afford the project a more urban and pedestrian-oriented character by being closer to the sidewalk, as compared with a suburban type of development with larger front setbacks. The Precise Plan Modifying Standards would also enhance access to the Palomar Trolley Station with thirty two (32) of the units closer to and accessing directly onto Palomar Street and the remaining units provide clear pedestrian access and connections through the site to the trolley station. Sidewalks along Palomar Street would be widened for a total walkway width of6.5 feet and separated from traffic along Palomar Street by a 5 foot wide landscaped area (for a total 11.5 feet of parkway) to further promote the pedestrian orientation and convenience of walking to nearby commercial and transit uses, and with the potential of improving the health and safety of persons residing in the area. Along Frontage Road, the required exterior side yard setback of the CC zone is 25 feet. The project's exterior side yard setback is proposed to vary from 15 feet to 50 feet. A reduced side yard setback is only proposed at the corner of Palomar Street and Frontage Road and then widens up to 50 feet south along Frontage Road. The modified standard at the corner allows the building to be more prominent at this entryway and makes more of a gateway statement (in keeping with the goals of the General Plan) than would otherwise be possible using the more suburban standard of25 feet. The proposed project will enhance the livability of this area of Chula Vista through the creation and maintenance of a mixed-use project that will help promote the City as a stable and economically and socially diverse community. 4r\ L,~ CYRC Resolution No. 2007- Page 5 2. That such plan satisfies the principle for the application of the P modifying district as setforih in CVMC 19.56.041. The Precise Plan Modifying District ("P" modifier) has already been established on the site under the existing Commercial Thoroughfare zone (CT-P zone) and will continue to be effective under the proposed Central Commercial zone (CC-P). The purpose of the Precise Plan Modifying District is to allow diversification in the spatial relationship of land uses, density, buildings, structures, landscaping and open spaces, as well as design review of architecture and signs through the adoption of specific conditions of approval for development of property in the city. Within the boundaries of the "P" modifying district, the location, height, size and setbacks of buildings or structures, open spaces, signs and densities indicated on the precise plan shall take precedence over the otherwise applicable regulations of the underlying zone. Pursuant to CVMC 19.56.041, the "P" modifying district may be applied to areas within the city when one or more circumstances are evident including: 'The subject property, or the neighborhood or area in which the property is located, is unique by virtue of topography, geological characteristics, access, configuration, trqffic circulation or some social or historic situation requiring special handling of the development on a precise plan basis. " The Project proposes to utilize the eXlstmg "P" modifier to establish building setbacks and open space standards that represent a modified standard from the Zoning Code requirements The proposed precise plan modifying standards are necessary to implement an urban pedestrian-oriented project, as called for by the 2005 General Plan and provide the flexibility to allow construction of the Project. The site is unique in the sense that is close to the Palomar Trolley Station and is part of the General Plan Transit Focus Area, which calls for the development of mixed-use, pedestrian oriented projects with an urban character. The site is surrounded by existing and proposed urban and pedestrian oriented uses such as commercial uses, a transit station, and medium to high- density residential uses. The proposed reduction in the front building setback (0.5 to 6 feet) along Palomar Street will set the building close to the property line, establishing a closer relationship between the building and the sidewalk. Along Frontage Road, the exterior side yard setback of the CC zone is 25 feet. The project's exterior side yard setback is proposed to vary from 15 feet to 50 feet. A reduced side yard setback is only proposed at the corner of Palomar Street and Frontage Road and then widens up to 50 feet south along Frontage Road. The modified standard at the corner allows the building to be more prominent at this entryway and makes more of a gateway statement than would otherwise be possible using the more suburban standard of 25 feet. The proposed open space standard will also contribute to ~ r-\ \..p '\ CYRC Resolution No. 2007- Page 6 implement the project by providing unique open space elements that are urban in nature, such as rooftop patios, vertical landscape elements, and seating areas. 3. That any exceptions granted which deviate from the underlying zoning requirements shall be warranted only when necessary to meet the purpose and application of the P precise plan modifying district. The reduction in the building setbacks and open space are warranted and necessary to accomplish an urban pedestrian oriented project, as mandated by the 2005 General Plan vision and policies. While the required front building setback of the CC zone is 25 feet, the building line map requires a five foot setback along Palomar Street. AI; noted in the Zoning Ordinance, the building line map takes precedence over the zoning district. The proposed front building setback of 0.5 to 6 feet creates the urban character and interface of the building with Palomar Street and sidewalk that is more pedestrian oriented as envisioned by the General Plan. Along Frontage Road, the required exterior side yard setback is 25 feet while the proposed setback would vary from 15 feet to 50 feet. A reduced side yard setback is only proposed at the comer of Palomar Street and Frontage Road and then widens up to 50 feet south along Frontage Road. The modified standard at the comer allows the building to be more prominent at this entryway and makes more of a gateway statement than would otherwise be possible using the more suburban standard of 25 feet. The reduction in the open space is also warranted and necessary in that it allows the construction of the proposed site plan layout. Attempting to accommodate the required open space would reduce the area for buildings and associated improvement and potentially the density as called for in the 2005 General Plan. At the same time, the type and quality of the proposed open space offers a variety of open space elements with an urban character that do not require additional land, such as balconies, rooftop patios, as well as pedestrian corridors between building structures. These elements contribute to maintain the desired density of the project, while providing high quality urban recreation amenities. Therefore, the requested modified standards under the Precise Plan are warranted in order to achieve the purpose of the Precise Plan Modifying District. 4. That approval of this plan will conform to the general plan and the adopted policies of the City of Chula Vista. The Project has been designed and evaluated in accordance with the goals and objectives of the General Plan, including the Transit Focus Area. The Precise Plan will allow the Project to be consistent with the goals and objectives of the General Plan, and the Chula Vista Municipal Code. The General Plan Land Use and Transportation (LUT) Policy 43.4 and 43.5 for this area state that development projects should: ~ -\ lp t CYRC Resolution No. 2007- Page 7 "Provide a mix of uses with a focus on retail and some office uses along Palomar Street in the Mixed Use Transit Focus Area, with residential uses above and/or behind the retail and offices uses. " and; "Provide a mix of local-serving retail and office uses near the Palomar Trolley Station and at the Gateways into the Palomar Gateway District. " In order to implement the General Plan, the project proposes to rezone site from CT-P to the CC-P zone, which allows mixed-use projects through the issuance of a conditional use permit. For this area of the City, this is the only zoning district currently available to implement the 2005 General Plan mixed- use designation. In relation to residential density within the area, LUT Policy 43.6 ofthe General Plan states: "In the Palomar Gateway District, residential densities within the Mixed Use Transit Focus Area designation are intended to have a district- wide gross density of 40 dwelling units per acre. " The project proposes 154 units on 4.89 acres, which results in a density of 32 dwelling units per acre. This density is consistent with the City's General Plan policy for the site and represents the maximum density permitted by the proposed CC zone. The proposed residential density would provide an urban, pedestrian- oriented project design that would complement the Palomar Trolley Station and be compatible with the surrounding land uses. The General Plan provides further guidance on design and landscaping for the Palomar Gateway through LUT Policy 43.11 and 43.12, stating: ".. the improvement of Palomar Street as a gateway to the City. " "Provide for safe, effective, and aesthetic pedestrian crossings and improvements to Palomar Street and Industrial Boulevard" The Precise Plan and the proposed Modifying Standards for the reduction in the building setbacks and open space conform to the General Plan and its policies. The reduction in the front building setback from the required 5 feet to the proposed 0.5 to 6 feet and side yard reduction from 25 to 15 to 50 feet will create a more urban character and will establish a closer relationship between the building and the sidewalk and street and increase access to the Palomar trolley station. While the required setbacks were intended in the past to create a suburban chararcter, the reduced front and side yard setbacks create the urban and pedestrian orientation called for by the General Plan, particularly since the proposed project is designated as a Transit Focus Area. 4r-y\,4, CYRC Resolution No. 2007- Page 8 The reduction in open space also conforms to the policies of the General Plan. While the amount of open space provided is less than the required, the type and quality of the proposed open space is consistent with a mixed-use, high density and pedestrian-oriented project. The proposed open space and the elements that compose it, such as balconies, rooftops, urban landscape elements, conform to and create a more urban and pedestrian-oriented project. The proposed composition of the open space elements provide the project residents a high quality of recreational opportunities a more urban environment, which conforms with the vision and policies of the General Plan. D. CONDITIONAL USE PERMIT The CYRC does hereby recommend approval of the Conditional Use Permit, (SUPS-07- 0]) subject to the conditions listed in Exhibit C of this resolution, and based upon the following findings. 1. That the proposed use at the particular location is necessary or desirable to provide a service or facility which will contribute to the general well being of the neighborhood or the community. The proposed project will enhance the livability of this area of Chula Vista through the creation and maintenance of a mixed-use project that will help promote the City as a stable and economically and socially diverse community. A primary objective of redevelopment is to use tax increment to address blighted conditions. The vacant property has been vacant for many years. The proposed project will eliminate this blight and make the surrounding area much safer for the existing residents, trolley station, and hotel. 2. That such use will not, under the circumstances of the particular case, be detrimental to the health, safety or general welfare of persons residing or working in the vicinity, or injurious to property or improvements in the vicinity. The proposed mixed use project will contribute to the public convenience and general welfare by assisting the City's efforts to meet the goals and objectives of the General Plan Land Use and Transportation (LUT) Policies 43.4, 43.5, 43.6, 43.11 and 43.]2 for this area regarding the provision of mixed use higher density residential development in a pedestrian oriented environment, and the goals and objectives of the Merged Redevelopment Project Amended and Restated Redevelopment Plan (2004) regarding the removal of blight and physical improvement to this area of the redevelopment project area. The proposed CC zone and associated Precise Plan Modifying Standards would allow a project to be developed that is consistent with the existing Transit Focus Area (TFA) designation of the City's 2005 General Plan and allows the orderly growth of this area of the city. 4.-\ '1~ CYRC Resolution No. 2007- Page 9 The proposed mixed use project will not have a negative impact on the surrounding neighborhood because it will be more compatible with higher density residential and transit-oriented mixed-use development planned for the area. The surrounding area includes commercial uses, a transit station, and medium to high residential uses. The proposed higher density multi family and neighborhood serving commercial uses is more appropriate for the area, as it transitions from existing multi and single-family development to transit-oriented high density residential and mixed use type development. The design of the project provides a more urban and pedestrian-oriented character by siting the buildings closer to the sidewalk, as compared with a suburban type of development with larger front setbacks. Access to the Palomar trolley station would also be enhanced with thirty two (32) of the units accessing directly onto Palomar Street and the remaining units with clear pedestrian access and connections through the site to the Palomar Trolley Station. Sidewalks along Palomar Street would be widened for a total walkway width of 6.5 feet and separated from traffic along Palomar Street by a 5 foot wide landscaped area (for a total 11.5 feet of parkway) to further promote a safe and convenient pedestrian environment which is easily accessible to nearby commercial and transit uses, and with the potential of improving the health and safety of persons residing in the area. 3. That the proposed use will comply with the regulations and conditions specified in this code for such use. The project complies with all regulations of the CC zone as modified by precise plan standards adopted for the subject parcel based upon section 19.14.576 of the Chula Vista Municipal Code. 4. That the granting of this conditional use will not adversely affect the General Plan of the City or the adopted plan of any government agency. The granting of the conditional use permit for the proposed project would not adversely affect the City's General Plan. This site is designated mixed-use residential and the project would provide a mixed-use development of residential and neighborhood serving commercial uses. The precise plan standards for the project site would create a more urban interface of the building with the street and sidewalk. This design promotes pedestrian activity and enhanced access to the trolley station. E. CONFORMANCE WITH CITY DESIGN MANUAL The Chula Vista Redevelopment Corporation does hereby find that the Project IS III conformance with the City of Chula Vista Design Manual, Landscape Manual and the requirements of the Zoning Ordinance and hereby recommends that the City Council approve the Design Review Permit (DRC-05-39), subject to conditions of Exhibit C. 4--Y' \ CYRC Resolution No. 2007- Page 10 F. SUBDIVISON MAP The Chula Vista Redevelopment Corporation does hereby recommend that the City Council approve the Tentative Map (peS 07-01), subject to conditions of Exhibit D and based upon the following findings. A. Pursuant to Government Code Section 66473.5 of the Subdivision Map Act, the City Council finds that the Tentative Subdivision Map (pCS-07-01), as conditioned herein for Bay Vista Walk, is in conformance with the City's General Plan, based on the following: The Project has been designed and evaluated in accordance with the goals and objectives of the General Plan, including the Transit Focus Area. The Rezone and Precise Plan will allow the Project to be consistent with the goals and objectives of the General Plan, and the Chula Vista Municipal Code. The General Plan Land Use and Transportation (LUT) Policy 43.4 and 43.5 for this area state that development projects should: "Provide a mix of uses with a focus on retail and some office uses along Palomar Street in the Mixed Use Transit Focus Area, with residential uses above and/or behind the retail and offices uses. " and; "Provide a mix of local-serving retail and office uses near the Palomar Trolley Station and at the Gateways into the Palomar Gateway District. " In order to implement the General Plan, the project proposes to rezone the site from CT-P to the CC-P zone, which allows mixed-use projects through the issuance ofa conditional use permit. For this area of the City, this is the only zoning district currently available to implement the 2005 General Plan mixed-use designation. In relation to residential density within the area, LUT Policy 43.6 of the General Plan states: "In the Palomar Gateway District, residential densities within the Mixed Use Transit Focus Area designation are intended to have a district-wide gross density of 40 dwelling units per acre. " The General Plan provides further guidance on design and landscaping for the Palomar Gateway through LUT Policy 43.11 and 43.12, stating: ".. the improvement of Palomar Street as a gateway to the City. " "Provide for safe, effective, and aesthetic pedestrian crossings and improvements to Palomar Street and Industrial Boulevard" The project proposes 154 units on 4.89 acres, which results in a density of 32 dwelling units per acre. This density is consistent with the City's General Plan policy for the site and represents the maximum density permitted by the proposed CC zone. The 4-)11- CVRC Resolution No. 2007- Page 11 proposed residential density would provide an urban, pedestrian-oriented project design that would complement the Palomar Trolley Station and be compatible with the surrounding land uses. B. Pursuant to Section 66412.3 of the Subdivision Map Act, the Council certifies that it has considered the effect of this proposal on the housing needs of the region and has balanced those needs against the public service needs of the residents of the City and the available fiscal and environmental resources. C. The configuration, orientation and topography of the site partially allows for the optimum setting of lots for passive or natural heating and cooling opportunities as required by Government Code Section 66473.1. D. The site is physically suited for mixed use and residential development because adequate level building sites can be provided and no sensitive biological resources exist on the site. The Project design is consistent with the requirements of the General Plan Land Use Element and the project conforms to all standards established by the City for such project. Additionally, the site is physically suited for the proposed density of development because all necessary public services are available to the project or will be available commensurate with need. E. The conditions herein imposed on the grant of permit or other entitlement herein contained is approximately proportional both in nature and extend to the impact created by the proposed development. BE IT FURTHER RESOLVED, that the Chula Vista Redevelopment Corporation, has made their recommendations, as herein contained, after considering all evidence and testimony presented at its public meeting and is hereby incorporated into the record. BE IT FURTHER RESOLVED THAT a copy of this Resolution be transmitted to the City Council. Presented by: Approved as to form by ~~ Ann Hix Acting Community Development Director Ann Moore General Counsel A~\l ~ . (]l ..,., ro ~ ~ L11~ tH1 ~. ~. r~ Exhibit A To Resolution No. . . . o 5! PROJECT LOCATION Marso! 0. r ~ LOCATOR C9 NORTH City of Chula Vista Bayvista Walk ~~ Yl ~ +- - ...J U\ t'1 ~ =- _. Q" _. - t:tl Exhibit C To Resolution No. WHEN RECORDED PLEASE MAIL TO: CITY OF CHULA VISTA City Clerk 276 Fourth Avenue Chula Vista, CA 91910 THIS SPACF FOR RFCOROFR'S TlSF ONT Y Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Development Project 765-795 Palomar Street The Chula Vista City Council does hereby approve Design Review Permit DRC-05-39 and Conditional Use Permit SUPS-07-01, subject to adoption of the Rezone PCZ-07-01, Precise Plan Modifying Standards and the following list of conditions: COMMUNITY DEVELOPMENT DEPARTMENT 1. Lot 1 (Phase 1) of the subject property ("Project") shall be developed and maintained in conformance with the approved application, plans, and color and material board, except as modified herein. 2. Applicant of Lot 1 shall submit all exterior lighting plans, landscape and irrigation plans, solid waste and recycling plans for review and approval prior to the issuance of first building permit for the project, to the satisfaction of the City Engineer. Applicant shall provide sufficient lighting for parking along the southern driveway. 3. Applicant of Lot 1 shall implement all exterior lighting plans, landscape and irrigation plans, solid waste and recycling plans prior to the issuance of the first building permit for Phase 1 of the project, to the satisfaction of the City Engineer. Applicant shall maintain these improvements in accordance with said plans. 4. Prior to leasing any retail space, the Developer of Lot 2 shall submit written description for hours of operation for the tenants of the retaiVcommercial uses to the Director of Planning and Building for review and approval. The hours of operation sha1l be such that there is no conflict with the residential units. 5. The Project shall be constructed with rooftop patios at the two end-units of a1l the 9-plex buildings in order to provide additional private usable open space. 6. A1I utility meters and closets shall be painted to match the colors of the building elevations. 7. Identification signs shall be limited to those signs permitted by Section 19.60.400 and Section 19.60.410 of the Chula Vista Municipal Code (CVMC) and shall comply with the regulations stated therein. 4r \llP Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Project Page 2 of? 8. A graffiti resistant treatment shall be to all wall and building surfaces as shown on all approved building and wall plans. Said plans shall be submitted for City approval prior to issuance of the fIrst building permits. 9. AI] ground mounted utility appurtenances, such as transformers, AC condensers, etc., shall be located out of public view and adequately screened using a combination of concrete or masonry walls, grade contouring (berming), and landscaping to the satisfaction of the City. PLANNING AND BUILDING DEPARTMENT CONDITIONS ]0. The Project shall comply with 2005 Energy Requirements, 200] Handicap Accessibi]ity Requirements, and SBI025. In addition, plans submitted on or after January ], 2008 must comply with new international codes ] ]. The Project shall comply with applicable codes and requirements, including but not limited to 2001 CBC, CFC, CMC, CPC, ADA, and 2004 CEC requirements. 12. The Project shall comply with Table SA, Tab]e 5B, Section 503.4, Chapter ]2, ]0 and 9 of Bui]ding Code with regards to Area Limits, Height of the Building, Location of Property, Special Occupancy Requirements, Ventilation, Exits and Sprinklers. 13. The Project shall comply with Seismic Zone 4, wind speed 70 MPH exposure C, and other codes in effect at the time of issuance of any permit. ] 4. App]icant of Lot 1 shall submit a fInal landscape and irrigation plan (prepared by a licensed Landscape Architect) for the project prior to the issuance of fIrst building permit for review of the City's Landscape Planner and City Arborist. 15. The applicant of Lot 1 and Lot 2 shall implement and comply with, to the satisfaction of the Planning and Bui]ding Department and the City Engineering Division, the mitigation measures identifIed in the Bayvista Walk Mitigated Negative Declaration (IS-05-0]2) and Mitigation Monitoring and Reporting Program. ENGINEERING AND PUBLIC WORKS DEPARTMENT CONDITIONS 16. Any onsite sewer and storm drain system shall be private. All sewer laterals and storm drains shall be privately maintained from each building to the City maintained public facilities. ] 7. The applicant of Lot 1 shall complete the applicable Storm Water Compliance Forms and comply with the City of Chula Vista's Storm Water Management Standards Requirements Manual. These forms shall be submitted with the grading plans. All projects falling under the Priority Deve]opment Project Categories are required to comply with the Standard Urban Storm Water Mitigation Plans (SUSMP) and Numeric Sizing Criteria. Based on the Completion of the Storm Water Compliance Forms, the project may be required to submit a ,.t(-)ll Design Review and Conditional Use Pennit Conditions Bayvista Walk Mixed-Use Project Page 3 of? SWPPP and Water Quality Technical Report (WQTR) with the submittal of the grading plans. The following items shall be incorporated in the grading plans and related reports: a. Grading Plans: The Applicant of Lot 1 is required to implement Best Management Practices (BMPs) to prevent pollution of the storm water conveyance systems, both during and after construction. Permanent storm water requirements shall be incorporated into the project design, and shall be shown on the grading plans. Any construction and nonstructural BMPs requirements that cannot be shown graphically must be either noted or stapled on the plans. b. SWPPP and WQTR: Development of the Project shall comply with all applicable regulations, established by the United States Environmental Protection Agency (USEPA) as set forth in National Pollutant Discharge Elimination System (NPDES) permit requirements for urban runoff and storm water discharge, and any regulations adopted by the City of Chula Vista pursuant to the NPDES regulations and requirements. Further, the applicant shall file a Notice ofIntent (N0l) with the State Water Resource Control Board to obtain coverage under the NPDES General Permit for Storm Water Discharges Associated with Construction Activity and shall implement a Storm Water Pollution Prevention Plan (SWPPP) concurrent with the commencement of grading activities. The SWPPP shall include both construction and post-construction pollution prevention and pollution control measures, and shall identify funding mechanisms for the maintenance of post-construction control measures. c. WQTR: The Applicant of Lot 1 is required to identify storm water pollutants that are potentially generated at the facility, and propose Best Management Practices (BMPs) that will be implemented to prevent such pollutants from entering the storm drainage systems. The WQTR will be required to demonstrate compliance with requirements of the National Pollutant Discharge Elimination System (NPDES) Construction and Municipal Permits, including Standard Urban Storm Water Mitigation Plans (SUSMP) and Numeric Sizing Criteria requirements. The WQTR shall be submitted with the Applicant of Lot 1 's grading/improvement plans, in accordance with the City's Manual. 18. This Project shall comply with all requirements of State Water Resources Control Board (SWRCB) NPDES General Permit No. CAS000002, Waste Discharge Requirements for Discharges of Storm Water Runoff Associated with Construction Activity. In accordance with said Permit, a Storm Water Pollution Prevention Plan (SWPPP) and a Monitoring Program Plan shall be developed and implemented concurrent with the commencement of grading activities to the satisfaction of the City Engineer. The SWPPP shall specify both construction and post-construction structural and non-structural pollution prevention measures. The SWPPP shall provide for the operation and maintenance of post-construction pollution measures, including short-term and long-term funding sources and the party or parties that will be responsible for the implementation of said measures for approval of the City Engineer. ~l<f Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Project Page 4 of? A complete and accurate Notice-of-intent (N0l) must be filed with the SWRCB. A copy of the acknowledgement from the SWRCB that a NOr has been received for this Project shall be filed with the City of Chula Vista when received. Further, a copy of the completed NO! from the SWRCB showing the Permit Number for this project shall be filed with the City of Chula Vista when received. Project shall comply with the permit and SWRCB. 19. Pursuant to NPDES Municipal Permit, Order No. 2001-01, the proposed Project is considered a Priority Development Project and therefore subject to the requirements of the Standard Urban Storm Water Mitigation Plans (SUSMPs) and Numeric Sizing Criteria. The Applicant of Lot 1 is required to complete the applicable forms (see City of Chula Vista's Development and Redevelopment Storm Water Management Requirements Manual) and comply with the Manual's requirements. 20. A Water Quality Technical Report is required to identify potential pollutants generated at the site during the post-development phase of the project and identify/propose appropriate structural and non-structural Best Management Practices (BMP's) to minimize discharge of such pollutants to the maximum extent practicable and shall be submitted for city approval concurrent with Lot 1 's grading plans. 21. A hydrology study shall be provided with the submittal of grading plans for the approval of the City. Such study shall, in particular, demonstrate compliance with Section F.I.b.(2)G) of the NPDES Municipal Permit, Order No.2001-01, that requires the control of peak storm water discharge rates and velocities in order to maintain or reduce pre-development downstream erosion and protect stream habitat. 22. Applicant of Lot I shall maintain number of parking spaces, per approved site plan. FIRE DEPARTMENT CONDITIONS 23. On-site fire hydrants (24' fire roadway access/turnarounds) shall be installed every 300 feet along with a full NFP A 13 commercial fire sprinkler system and full fire alarm monitoring system, prior to the issuance of first building permit. Sprinklered buildings shall have a fire control room and be supported by a fire department connection to be located by the Chula Vista Fire Department. 24. Applicant of Lot I shall provide a water study to determine if adequate pressure is available for the project and if a fire pump will be required, prior to issuance of the first building permit. 25. The Applicant of Lot 1 shall provide Fire Department standpipes. Refer to Table 1004-A of the CFC 2001, prior to issuance of the first building permit. 26. Buildings shall be addressed in accordance with the following criteria: 4-'Cl., Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Project Page50f7 . 0 - 50 ft. from the building to the face of the curb = 6-inches in height with a I-inch stroke; . 51 - ISO ft. from the building to the face of curb = lO-inches in height with a 1l/2-inch stroke; . 151 ft. from the building to the face of curb = 16-inches in height with a 2-inch stroke. 27. The Chula Vista Fire Department will require the following prior to delivery of combustible materials on any construction site: . Water supply . Access . Street signs 28. This Project shall be protected throughout by an approved automatic fire sprinkler system (NFPA 13, 13R, 13D System). 29. This Project shall be protected throughout by an approved fire alann system (automatic, manual, fire flow monitoring). 30. Applicant of Lot I shall cooperate with the Owner! Applicant of the property to the south in grading and constructing the fire access easement with a slope that is adequate for fire trucks. 31. Applicant of Lot I shall comply with the Fire Department condition to provide rollover sidewalk curbs at all comers of the internal driveways for fire truck overhang. GENERAL SERVICES DEPARTMENT CONDITIONS 32. The Applicant of Lot I shall submit and comply thereafter, a Recycling and Solid Waste Management Plan to the Environmental Services Program Manager for review and approval as part of the permit process, prior to issuance of the first building permit. The Plan shall demonstrate those steps the Applicant will take to comply with Municipal Code, including but not limited to Sections 8.24, 8.25 and 19.58.340 and meet the State mandate to reduce or divert at least 50% of the waste generated by all residential, commercial and industrial developments (including demolition and construction phases). 33. The Applicant of Lot I shall contract with the City's franchise hauler throughout the construction and occupancy phases of the project. POLICE DEPARTMENT CONDITIONS 34. All landscaping in the Tot lot area landscaping shall be maintained at heights of 2 feet maximum for shrubbery and 6 feet minimum for trees to maintain visibility from all views. 4r-t% Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Project Page 6 of? SCHOOL DISTRICTS 35. Applicant shall pay all school fees required by the Chula Vista Elementary and High School Districts. 36. Applicant of Lot I shall provide a copy of an approved (stamped/signed) Tentative Map to the Chula Vista Elementary and High School District in order to comply with Office of Public School Construction eligibility audit. SWEETWATER AUTHORITY 37. Applicant of Lot I shall comply with all the requirements from the Water Authority, pursuant to letter to City staff dated July 5, 2007. MISCELLANEOUS CONDITIONS OF APPROVAL 38. Applicant and/or Property Owner of Phase 2/Lot 2 shall submit a Precise Plan and go through the Chula Vista Redevelopment Corporation design review process to ensure compliance with the following design parameters: . Mixed-use development at General Plan level densities to reach a minimum of 32 dulac for the combined project (Phase 1 & 2); . Significant architectural elements that continue to emphasize this site as a "Gateway" to Southwest Chula Vista; . Mixed-use component to meet all development standards and processes; . Neighborhood serving commercial component to be conveniently located in relation to the transit station and storefronts that promote pedestrian activity along Palomar Street and Industrial Boulevard; . Internal connection to Phase I; . Continuous pedestrian access to transit; and . Integrated design elements with Phase 1. 39. Lot 2 shall require an amendment to this Conditional Use Permit in order to develop Lot 2 and if the uses for Lot 2 as permitted herein are expanded. 40. The Applicant of Lot 1 shall comply with all applicable federal, state, and local requirements. Any violation of applicable City ordinances, codes, standards, and policies, or of any condition of approval shall be grounds for revocation or modification of this Conditional Use Permit by the City of Chula Vista. 41. Violation of any terms or conditions set forth herein shall be grounds for revoking or denial of building permits. 4-\'1\ Design Review and Conditional Use Permit Conditions Bayvista Walk Mixed-Use Project Page 7 of7 42. This permit shall become void and ineffective for Lot 1 if not used or extended within one year from the effective date thereof, in accordance with Section 19.14.600 of the Municipal Code. 43. The Applicant/owner of Lot 1 shall submit CC&Rs of the City's approval that incorporate the requirements of the conditions herein. In any case if the Project is not in compliance with the CC&R's, this permit is subject to modification or revocation. 44. This permit shall be subject to any and all new, modified, or deleted conditions imposed after approval of this permit to protect the public from a specific condition dangerous to its health or safety or both due to the project, which condition(s) the City shall impose after advance written notice to the permittee and after the City has given the permittee the right to be heard with regard thereto. However, the City in exercising this reserved right/condition, may not impose a substantial expense or deprive permittee of a substantial revenue source which the permittee cannot, in the normal operation of the use permitted, be expected to economically recover. 45. The Property Owners for Lot 1 and Lot 2 shall and do hereby agree to indemnifY, protect, defend, and hold harmless the City, its Council members, officers, employees, agents, and representatives from and against all liabilities, losses, damages, demands, claims, and costs, including court costs and attorney's fees (collectively, liabilities) incurred by the City arising directly or indirectly from a) City's approval and issuance of this permit, b) City's approval or issuance of any other permit or action, whether discretionary or non discretionary, in connection with the use contemplated herein, and without limitation, any and all liabilities arising from the operation of the facility. Compliance with this provision is an express condition of this permit and this provision shall be binding on any and all of the successors and assigns of Lot I and Lot 2. EXECUTION AND RECORDATION OF RESOLUTION OF APPROVAL The Property Owner of Lot 1 shall execute this document by signing lines provided, said execution indicating that the property owner and applicant have each read, understand and agree to the conditions contained herein. Upon execution, this document shall be recorded with the County Clerk of the County of San Diego, at the sole expense of the property owner and/or applicants, and a signed, stamped copy retumed to the City Clerk with a copy to the Planning Department. Failure to return a signed and stamped copy of this recorded document within thirty days of recordation to the City Clerk shall indicate the property owner's/applicants' desire that the project, and the corresponding application for building permits and/or business license, be held in abeyance without approval. Said document also on file in the Clerk's Office as Document No. Property Owner Signature Date Applicant Signature Date ~---) <D- Exhibit D To Resolution No. Tentative Map Conditions Bayvista Walk Mixed-Use Development Project 76S-79S Palomar Street (10/17/07) The City Council of the City of Chula Vista hereby approves Tentative Map PCS-07-01 subject to the following conditions. Prior to approval of the final map, unless otherwise indicated, Applicant shall comply with the following: GENERAL CONDITIONS I. TIlls project approval is contingent upon adoption of the ordinance approving Rezone PCZ-07-01 and Precise Plan Modifying Standards. 2. Applicant shall pay all applicable fees, including any unpaid balances of permit processing fees for the deposit account DQ-1168. 3. The Applicant shall comply with all applicable sections of the Chula Vista Municipal Code (CVMC). Preparation of the Final Map and all plans shall be in accordance with the provisions of the Subdivision Map Act and the city of Chula Vista Subdivision Ordinance, Subdivision Manual, and City policies. Underground all utilities within the subdivision in accordance with CVMC requirements. 4. The Applicant and Property Owner shall and do agree to indemnify, protect, defend and hold harmless the City Council, Redevelopment Agency and the City, their members, officers, employees and representatives, from and against any and all liabilities, losses, damages, demands, claims and costs, including court costs and attorney's fees (collectively, liabilities) incurred by the City Council, Redevelopment Agency and/or the City arising, directly or indirectly, from (a) The City Council/Redevelopment Agency's approval of this Tentative Map, (b) The City Council/Redevelopment Agency's approval or issuance of any other permit or action, whether discretionary or non-discretionary, in connection with the use contemplated herein, and Applicant and Property Owner shall acknowledge their agreement to this provision by executing a copy of this document where indicated below. Applicant's/Owner's compliance with this provision is an express condition of this Tentative Map and this provision shall be binding on any and all of Applicant's/Owner's successors and assigns. 5. The Applicant and Property Owner shall execute this document by signing the lines provided below, said execution indicating that the Applicant and Property Owner have each read, understood, and agreed to the conditions contained in the Tentative Map. y)<f~ Tentative Map Conditions Bayvista Walk Mixed Use Project Page 2 oflO 6. If any of the foregoing conditions fail to occur, or if they are, by their terms, to be implemented and maintained over time, if any of such conditions fail to be so implemented and maintained according to their terms, the City Council and Redevelopment Agency shall have the right to revoke or modify all approvals herein granted, deny, or further condition issuance of all future building permits, deny, revoke, or further condition all certificates of occupancy issued under the authority of approvals herein granted, institute and prosecute litigation to compel their compliance with said conditions or seek damages for their violation. Failure to satisfy the conditions of this Tentative Map may also result in the imposition of civil or criminal penalties. CONDITIONS RELATED TO THE GRADING AND DRAINAGE 7. All onsite drainage and sewer facilities shall be private. 8. Applicant shall submit a detailed grading plan in accordance with the Chula Vista Grading Ordinance before issuance of first building permit. Details such as type, cross sections, and profiles of any proposed retaining walls, special drainage structures, and structural drainage BMPs shall be shown on the grading plans for City's review and approval. 9. Applicant shall submit a drainage study prepared by a registered civil engineer to be reviewed and approved by the City Engineer prior to issuance of a grading permit or other development permit. Design of the drainage facilities shall consider existing onsite and offsite drainage patterns. The drainage study shall calculate the pre-developed and the post-developed flows and show how downstream properties and storm drain facilities are impacted. If the post-development flows exceed the pre-development flows, the study shall include calculations sizing proposed detention system(s). The extent of the study shall be as approved by the City Engineer. 10. Applicant shall submit a detailed geotechnical report prepared, signed and stamped by both a registered civil engineer and certified engineering geologist prior to approval of grading plans and issuance of a grading permit. 11. Applicant shall fulfill the landscaping requirements as set forth by the City Landscape Architect prior to approval of grading plans. 12. Applicant shall provide a security in the amounts of: 25% of estimated earthwork costs; 100% of estimated costs of appurtenant structures, as determined by the approved engineer's estimate; 100% of landscaping and irrigation facilities; and 100% oflandscape maintenance for a period stated on the Grading Permit, prior to approval of grading plans and issuance of a grading permit. 4-\ q ~ Tentative Map Conditions Bayvista Walk Mixed Use Project Page 3 of 10 CONDITIONS RELATED TO WATER OUALITY AND NPDES 13. Applicant shall comply with the Regional Water Quality Control Board Order R9-2007- 0001 and the Chula Vista Standard Urban Storm Water Mitigation Plan (SUSMP) both as amended from time to time. 14. Applicant shall submit and obtain approval of a water quality technical report for the project prior to the issuance of a grading permit. 15. Applicant shall implement, prior to the final map NPDES best management practices ("BMPs") to reduce the amount of pollutants entering the city's storm water conveyance system, including but not limited to: a. Installing and using efficient irrigation systems and landscape design; more specifically: 1. Employ rain shutoff devices to prevent irrigation after precipitation. 11. Adjust irrigation systems to each landscape area's specific water requirements 1Il. Using flow reducers or shutoff valves triggered by a pressure drop to control water loss in the event of broken sprinkler heads or lines. IV. Employing other comparable, equally effective, methods to reduce irrigation water runoff. b. Employing integrated pest management principles. More specifically, eliminate and/or reduce the need for pesticide use by implementing Integrated Pest Management (IPM), including: (1) planting pest-resistant or well-adapted plant varieties such as native plants; (2) discouraging pests in the landscaping design; (3) distributing IPM educational materials to homeowners/residents. Minimally, educational materials must address the following topics: keeping pests out of buildings and landscaping using barriers, screens, and caulking; physical pest elimination techniques, such as, weeding, squashing, trapping, washing, or pruning out pests; relying on natural enemies to eat pests; and, proper use of pesticides as a last line of defense. c. Applicant shall Indemnify, and hold harmless the City, its elected and appointed officers and employees, from and against all fines, costs, and expenses arising out of non-compliance with the requirements of the NPDES regulations, in connection with the execution of any construction and/or grading work for the Project, whether the non-compliance results from any action by the Applicant, any agent or employee, subcontractors, or others. The applicant's indemnification shall include any and all costs, expenses, attorney's fees and liability incurred by ~<t6 Tentative Map Conditions Bayvista Walk Mixed Use Project Page 4 of 10 the City. d. Applicant shall agree to not protest the formation of a facilities benefit district or any other funding mechanism approved by the City to finance the operation, maintenance, inspection, and monitoring ofNPDES facilities. This agreement to not protest shall not be deemed a waiver of the right to challenge the amount of any assessment, which may be imposed due to the addition of these improvements and shall not interfere with the right of any person to vote in a secret ballot election. e. Applicant shall agree to perpetually maintain storm drain BMPs, as recommended in the approved WQTR for the project. 16. Applicant obligation may be reassigned to a Homeowner's Association or other appropriate Maintenance District subject to the approval of the City Engineer. PUBLIC IMPROVEMENTS 17. Applicant shall provide an improvement plan showing all existing and proposed public improvements such as driveways, curb, gutter, sidewalk for City's review and approval, prior to issuance of the first building permit. Proposed driveways shall be constructed per ADA requirements and per City of Chula Vista Design Standards. Developer is responsible for replacing any broken sidewalk along the project frontage. Developer shall secure any required improvements prior to final map approval. 18. Applicant shall provide the engineer's estimates for construction of public improvements, per Section 7-100 of the City of Chula Vista Subdivision Manual, before approval of the improvement plans. 19. Applicant shall provide bonds prior to the final map, for the faithful performance and for labor and material that will satisfy the provisions of Article (18.16.230) of the City of Chula Vista Municipal Code (CVMe). 20. Access to all existing or proposed public sewer manholes shall be provided pursuant to the Subdivision Manual. 21. Paved access to existing and proposed public sewer systems with manholes shall be designed for a minimum Traffic Index (rr) equal to 5. 22. Applicant shall secure in accordance with Section 18.16.220 of the CVMC, the construction and/or construct all sewer improvements required for the project, including but not limited to the on-site sewer system, the off-site upsizing of the 12" sewer line within Industrial Boulevard to a 15" line from Manhole 5106 to 5045, prior to the first final map. Said improvements shall include, but not be limited to trenching, sewer main and laterals, manholes to the satisfaction of the City Engineer. Developer may process a 4 -) 'by Tentative Map Conditions Bayvista Walk Mixed Use Project Page 5 of 10 reimbursement agreement for the over-sizing of the sewer facility pursuant to Muni Code 15.50. 23. Prior to the approval of the first Final Map, the Applicant will be required to ensure to the satisfaction of the City Engineer that adequate capacity for its project will be available on or before the date that a unit or units are completed. Building permits will not be issued if the City Engineer has determined that adequate sewer capacity does not exist. All development must comply with the CVMC, specifically Sections 19.09.010 (A) 6 and 13.14.030. 24. Pursuant to mitigation measure #13, the Applicant shall submit plans and construct to the satisfaction of the City Engineer the partial median at the intersection of Frontage Road/W alnut Avenue & Palomar Street, prior to the issuance of the first building permit. PRIVATE OR ON-SITE IMPROVEMENTS 25. Prior to the issuance of first building permit, the applicant shall complete the formation of a Homeowners Association to maintain on-site private improvements, including, but not limited to: all walls, fences, lighting structures, paths, recreational amenities and structures, sewage facilities, drainage structures, including BMPs, parking areas, driveways, and landscaping. Prior to the final map, applicant shall submit for City's approval the Codes, Covenants & Restrictions (CC&Rs). The CC&Rs shall authorize the City to enforce the terms and conditions of the CC&Rs in the same manner as any owner of the project. CC&R'S 26. Applicant shall submit CC&R's as approved by the City Attorney to the City Engineer and Director of Planning and Building for approval prior to the first fmal map. Said CC&R's shall include the following: . Indemnification of City for private sewer spillage. . Listing of maintained private facilities. . The City's right but not the obligation to enforce CC&R's. . Provision that no private facilities shall be requested to become public unless all homeowners and 100% of the first mortgage obligee have signed a written petition. . Maintenance of all walls, fences, lighting structures, paths, recreational amenities and structures, sewage facilities, drainage structures, including BMPs, parking areas, driveways, and landscaping. . Compliance with CVMC Section 8.24.100, Placement of containers for collection (trash). . Implement education and enforcement program to prevent the discharge of pollutants from all on-site sources to the storm water conveyance system. ~~<fl Tentative Map Conditions Bayvista Walk Mixed Use Project Page 6 of 10 . Compliance with the approved solid waste plan. Said CC&R's shall be consistent with Chapter 18.44 of the Subdivision Ordinance, and shall be recorded concurrently with the final map. 27. Applicant shall submit with the first final map homeowners association (HOA) budget for review and approval by the City Engineer for the maintenance of private streets, storm drains, including BMPs, sewage systems, and the corresponding streetscape and landscape improvements adjacent to the property being built through the Palomar Gateway Beautification Improvements. Said budget shall include the following maintenance activities: . Streets must be sealed every 7 years and overlaid every 20 years. . Sewers must be cleaned once a year with a contingency for emergencies. . Red curbs / striping must be painted once every three years. . Drainage BMPs shall be maintained per the recommendations made m the approved WQTR for the project. The City of Chula Vista shall be granted the right, not the obligation, at its discretion, to enforce the terms and conditions of the Declaration, in order to ensure the maintenance of all streets, sewers, common areas, driveways, and drainage systems, including BMP's, which are private. All the individual condominium unit owners of the project shall be jointly and severally liable for any costs or expenses with a right of contribution for maintenance and repair of all private driveways. EASEMENTS 28. Streets within the development shall be private. Reciprocal accesses easements or a covenant of easements shall be provided to allow access to both parcels from either the east or the west prior to the final map. 29. Applicant shall grant an easement for the purposes of maintaining any proposed public sewer or drainage lines to the City. This easement shall be shown on the final map. 30. Applicant shall grant an easement along the southerly driveway to the development to the south (Marcella Villas) for emergency access purposes. It shall be the responsibility of Marcella Villas to install and maintain the emergency access gate. 31. Prior to approval of the Final Map, Applicant shall grant an easement along the southerly driveway to the applicant and/or property owner of Phase 2/Lot 2 for all utilities. 32. Prior to approval of the Final Map, Applicant shall grant an easement to the City of Chula Vista at the northwest comer of Parcel 1 for the construction of an entry monument by the City of Chula Vista. .t\ -) <f<f Tentative Map Conditions Bayvista Walk Mixed Use Project Page 7 of 10 33. All existing easements and irrevocable offers of dedication shall be shown on the final map. A title report dated within 60 days of submittal of the [mal map shall be submitted together with backing documents for all existing public utility easements and offers of dedication. Developer shall submit evidence of noticing to all existing public utility easement holders within the project boundaries as required by the Section 66436 of the Subdivision Map Act. RIGHT-OF-WAY /Streets 34. Applicant shall dedicate right-of-way as shown on the Tentative Map for the purposes of the Palomar Street and Industrial Boulevard improvements. This dedication shall be shown on the final map. 35. Applicant shall secure or construct, prior to the final map, in accordance with Section 18.16.220 of the Municipal Code, the construction and/or construct full street improvements for all on-site and off-site streets improvements including but not limited to Industrial (Palomar Street to the southerly project boundary), Palomar Street (Frontage Road to Industrial Blvd.) and Frontage Road (Palomar Street to the southerly project boundary. Said improvements shall include, but not be limited to, asphalt concrete pavement, base, concrete curb, gutter and sidewalk, sewer, reclaimed water and water utilities, drainage facilities, street lights, traffic signals, signs, landscaping, medians, striping, signage, irrigation, fencing and fire hydrants. 36. Applicant shall pay for or enter into an agreement to pay for, any required construction change orders and design alterations, prior to issuance of the first building permit or at the discretion of the City Engineer, in coordination with the Palomar Gateway Beautification Improvements, including but not limited to the driveway and median at Industrial Boulevard. Street light locations shall be subject to the approval of the City Engineer. AGREEMENTS 37. Applicant shall enter into an agreement prior to the final map to include the following additional provisions: . Agree to defend, indemnify and hold harmless the City and its agents, officers, and employees, from any claim, action or proceeding against the City, or its agents, officers or employees to attack, set aside, void or armul any approval by the City, including approval by its Plarming Commission, City Councilor any approval by its agents, officers, or employees with regard to this subdivision pursuant to Section 66499.37 of the State Map Act provided the City promptly notifies the subdivider of any claim, action or proceeding and on the further condition that the City fully cooperates in the defense. 4-\~ Tentative Map Conditions Bayvista Walk Mixed Use Project Page 8 of 10 . Agree to hold the City harmless from any liability for erosion, siltation or increase flow of drainage resulting from this project. . Agree to ensure that all franchised cable television companies ("Cable Company") are permitted equal opportunity to place conduit and provide cable television service to each lot within the subdivision. Restrict access to the conduit to only those franchised cable television companies who are, and remain in compliance with, all of the terms and conditions of the franchise and which are in further compliance with all other rules, regulations, ordinances and procedures regulating and affecting the operation of cable television companies as same may have been, or may from time to time be issued by the City of Chula Vista. MISCELLANEOUS 38. Prior to the issuance of building permits, Applicant shall pay the following fees based on the final building plans submitted: a) Sewer Connection and Capacities fees b) Development Impact Fees c) Traffic Signal Fees 39. Prior to the approval of any final map, Applicant shall pay costs associated with the initial two years of maintenance of the corresponding streetscape and landscape improvements, adjacent to the subject property, which are being built through the Palomar Gateway Beautification Improvements. 40. Prior to the approval of any final map, the Applicant shall pay all applicable Western Transportation Development Impact Fees (WTDIF) at the rates in effect at the time of approval of the final map. 41. Applicant shall tie the boundary of the subdivision to the California System-Zone VI (NAD '83). 42. Applicant shall submit copies of the Final Map, grading plans, and improvement plans in a digital format such as (DXF) graphic file prior to approval of the Final Map. Provide computer aided Design (CAD) copy of the Final Map based on accurate coordinate geometry calculations and submit the information in accordance with the City Guidelines for Digital Submittal in duplicate on 3 Y:z HD floppy disk prior to the approval of the Final Map. 43. Applicant shall submit a conformed copy of a recorded tax certificate covering the property prior to approval ofthe Final Map. 4-110 Tentative Map Conditions Bayvista Walk Mixed Use Project Page 9 of 10 PARK AND DEVELOPMENT (GENERAL SERVICES) 44. Prior to the approval of the Final Map, the Applicant shall pay all applicable Parkland Acquisition and Development Fees (PAD fees) at the rates in effect at the time of approval of the map or building permit in accordance with C.V.M.C. Chapter 17.10. WATER CONSERV A nON PLAN/AIR QUALITY IMPROVEMENT PLAN 45. Applicant shall implement all conservation measures contained in the Bayvista Walk Water Conservation Plan (WCP) and Air Quality Improvement Plan (AQIP), during project implementation. 46. All water conservation measures contained in the Bayvista Walk WCP shall be identified on construction plans including hot water pipe insulation, pressure reducing valves, water efficient dishwashers, water efficient landscaping and evapotranspiration (ET) controllers. 47. All air quality measures contained in the Bayvista Walk AQIP including the specific building efficiency program to be used shall be identified on construction plans. 48. During project implementation, Applicant shall implement the final AQIP measures as approved by the City Council, and as may be amended from time to time, and to comply and remain in compliance with the AQIP. 49. Applicant acknowledges that the City Council may, from time-to-time, modifY air quality improvement and energy conservation measures as technologies and/or programs change or become available. The Developer shall modifY the AQIP to incorporate those new measures upon request of the City, which are in effect at the time, prior to or concurrent with each map approval within the Project. The new measures shall apply to development within all future map areas, but shall not be retroactive to those areas, which receive final map approval prior to effect of the subject new measures. The Developer acknowledges and agrees that the City has adopted the City of Chula Vista AQIP Guidelines as approved per Resolution No. 2003-260 and that such guidelines as approved and as may be amended from time-to-time shall be implemented. 50. Applicant shall implement the final WCP measures as approved by the City Council, and as may be amended from time to time, and to comply and remain in compliance with the WCP. 51. Applicant acknowledges that the City Council may, from time-to-time, modifY water conservation measures as technologies and/or programs change or become available. The Developer shall modifY the WCP to incorporate those new measures upon request of the City, which are in effect at the time, prior to or concurrent with each map approval within the Project. The new measures shall apply to development within all future map areas, Lt~ \ ~ 1 Tentative Map Conditions Bayvista Walk Mixed Use Project Page 10 of 10 but shall not be retroactive to those areas, which receive final map approval prior to effect of the subject new measures. The Developer acknowledges and agrees that the City has adopted the City of Chula Vista WCP Guidelines as approved per Resolution No. 2003- 234 and that such guidelines as approved and as may be amended from time-to-time shall be implemented. ENVIRONMENTAL MITIGATION CONDITION 52. The applicant shall implement to the satisfaction of the Planning and Building Department and the City Engineering Division the mitigation measures identified in the Bayvista Walk Mitigated Negative Declaration (IS-05-012) and Mitigation Monitoring and Reporting Program. Applicant shall agree to remain in compliance with said Mitigations Measures. AFFORDABLE HOUSING REGULATORY AGREEMENT 53. In lieu of building affordable housing [pursuant to the Housing Element Balanced Communities ("Inclusionary") Policy], the Applicant shall, prior to the issuance of the first building permit, convey Lot 2, free and clear of all encumbrances other than those approved by the City Attorney, to the Redevelopment Agency of the City of Chula Vista. Applicant shall provide with the final map; a Title Report for Lot 2, a Phase I Hazardous waste Report for Lot 2 and Title Insurance equal to the value of Lot 2. FIRE CONDITIONS 54. Applicant shall obtain the fire marshal's approval for a lighted directory and other emergency measures prior to the first fmal map for the project. 4,-- \ 4 .1.- f!;,1il\. ~:11 .. ~'! i- CVRC Board Staff Report - Page 1 Item No. 5 CORPORATION CHULA VISTA DATE: October 25, 2007 TO: CVRC Board Directors FROM: David R. Garcia, Chief Executive Officer Ann Hix, Acting Community Development Director /tW: Eric Crockett, Redevelopment Manager@; Transfer of "Rados" Property VIA: SUBJECT: SUMMARY Recommend the Agency approve and execute the Implementation Agreement and necessary documents, and transfer of property at 798 F Street. 798 F Street 3.02-acre Agency-owned property at Bay Boulevard and Lagoon Drive Bayfront Land Transfer of Agency Property to BF Goodrich Pro"eet Elements Rules & Re ulations Implementation Agreement ./ Cal. Redev. Law ./ GPA CUP General Plan Rezone Variance Zonin Code UCSP DRC UCDP Desi n Manual Landscape Manual UCSP Environmental Exemption Initial Study CEQA Guidelines ND/MND ./ EIR ~--\ Staff Report - Item No. ~ October 25, 2007 Page 2 BACKGROUND In 1999, in order to increase the economic development potential for the land south of H Street adjacent to the Marina in the Bayfront Redevelopment Project Area, the Chula Vista Redevelopment Agency entered into a series of agreements with the Port of San Diego and BF Goodrich to relocate and consolidate the campus of one of the City's largest employers. This triggered a $47 million dollar private investment and provided for cleanup of soils and groundwater contamination, demolition of underutilized industrial buildings and improved traffic circulation. On July 13, 1999, the City of Chula Vista ("City"), the Redevelopment Agency ("Agency"), the San Diego Unified Port District ("Port") and Rohr, Incorporated (DBA BF Goodrich Aerospace Aerostructures Group) entered into a Relocation Agreement. The purpose of the agreement was to coordinate a series of land transfers intended to facilitate the relocation and consolidation of Goodrich's operations to the north side of the proposed H Street extension in the Bayfront Redevelopment Project Area. The result of these transfers would be a reconfigured campus (the New Campus) generally bounded by Bay Boulevard to the east, F Street/Lagoon Drive to the north, a realigned Marina Parkway to the west and the proposed H Street extension to the south (See map, Attachment 1). The relocation and consol idation of Goodrich faci I ities frees up land south of the proposed H Street extension that will be essential to the redevelopment of the Bayfront in accordance with the proposed Bayfront Master Plan. One of the properties to be transferred was the privately-owned Rados Property, located at the corner of Lagoon Drive and Bay Boulevard. The Agency acquired the property in 2003, with the intention of transferring ownership to BFG. Now the terms of the transfer have been met and the Agency is prepared to transfer ownership to BFG, completing the assemblage for the New Campus in accordance with the 1999 Relocation Agreement. FISCAL IMPACT In 1999, the Relocation Agreement contemplated the Agency receiving $3,000,000 as a lump sum settlement from the Port as compensation in full for: . The Agency-owned parcels ($1,271,952') . The privately-owned Rados Property ($1,052,4092) . Transfer Activities ($675,639) 1 Appraised value of Agency Parcels. 2 Appraised value of Rados Property. (S-l" Staff Report - Item No. --.L October 25, 2007 Page 3 However, according to financial records, the Agency received $2,919,991 from the Port in 1999, as follows: . On October 22, 1999, the Port deposited $972,400 (appraised amount for Rados Property - less $80,000 for demolition costs) with the State Superior Court on behalf of the Agency, which had entered into condemnation proceedings for the Rados Property. . On December 20, 1999, the Port deposited $1,271,952 to escrow (appraised value of Agency Parcels). . On December 30, 1999, the Port deposited an additional $675,639 into escrow (transfer activity costs for Agency and Rados Property). There is an outstanding amount of $80,009, for which there is no accounting or explanation readily available. The Agency continues to pursue this remaining balance with the Port. To date, the Agency has expended $1,490,000 for the purchase of the Rados site (2003) and approximately $156,000 for clearance and remediation of the site. Approval of the Implementation Agreement will authorize the transfer of ownership of the property to BFG, including payment for grading of the site in the amount of $254,000. So, the cost to transfer is approximately $1,900,000, not including the cost to prepare transfer documents and a title policy. No appropriation is needed to complete the transfer, as the funds have already been budgeted. ENVIRONMENTAL DETERMINATION The Environmental Review Coordinator has reviewed the proposed project for compliance with the California Environmental Quality Act ("CEQA") and has determined that the proposed project was adequately covered in the previously adopted Mitigated Negative Declaration (MND) 15-99-21. Therefore, no further environmental review or documentation is necessary. RECOMMEN DATION Staff recommends that the CVRC approve the following: Resolution of the Chula Vista Redevelopment Corporation Recommending the Redevelopment Agency Approve and Execute the Implementation Agreement and any Necessary Documents By and Between the Redevelopment Agency of the City of &~ Staff Report - Item No. ~ October 25, 2007 Page 4 Chula Vista and Rohr, Inc., operating as BFGoodrich Aerostructures Group, and the Transfer of Property at 798 F Street in Chula Vista to Goodrich, Inc. DISCUSSION In 1999, the Port of San Diego and the City of Chula Vista initiated cooperative efforts to facilitate Bayfront redevelopment and stimulate economic development through the reconfiguration of land use and ownership patterns on the waterfront. Several agreements were executed that year that laid the groundwork for a major redevelopment effort that would relocate and consolidate the campus of one of the City's largest employers, triggering substantial private investment and creation of an opportunity for new development. Below is a chronological summary of the events and agreements leading up to the current proposed Implementation Agreement. Relocation Agreement To accomplish the consolidation of Goodrich's operations, the 1999 Relocation Agreement provided that Goodrich would transfer ownership of its land south of H Street (37.58 acres) to the Port, and that Goodrich would vacate the land it leased from the Port south of H Street. In return, the Port agreed to transfer various properties north of H Street, totaling 26.51 acres to Goodrich. These parcels were comprised of Port-owned property (16.66 acres), SDG&E property (7.41 acres) and its best efforts to acquire and transfer the MTDB property (2.44 acres). Additionally, the Port agreed to pay the Redevelopment Agency three million dollars for the Agency's Bay Boulevard properties, the privately-owned Rados Property (to be acquired by the Agency) and certain acquisition and transfer costs associated with the two sites.' Prior to holding a public hearing for the purposes of evaluating the merits of entering into an agreement which includes the sale, lease, or transfer of Agency property, the Redevelopment Agency is procedurally required by state redevelopment law (Health & Safety Code 933433) to prepare a "Summary Report" that summarizes the cost of the transaction to the Agency. 'Section 3.6.1 of the Relocation Agreement describes the uses of the Port's three million dollar contribution toward the financial obligations of the City and/or Agency (collectively, the "Transfer Activities"): (i) acquisition of the Rados Property, (ij) transfer of the Agency and Rados Property to BFG, (iij) delivery of title policies and endorsements for the Agency and Rados Property as reasonably requested by BFG under the Agency-BFG Transfer Agreement, (iv) preparation of Phase I and Phase II environmental reports for the Agency and Rados Property, and (v) clearing and grading of the Agency and Rados Property and Environmental Costs related to Environmental Remediation Activities on the Agency and Rados Property required pursuant to Sections 3.2.1 (b), 3.2.2(b) and 7.4.2 hereof. 5-~ Staff Report - Item No. ~ October 25, 2007 Page 5 33433 Report Pursuant to Health and Safety Code Section 33433, the Agency prepared a "Summary Report of Agency Property Disposition and Financial Assistance." The hearing required by Health and Safety Code Section 33431 and 33433 was duly called, noticed and held Uune 1999) in the manner required by law, and all conditions precedent required by law to be performed were duly performed. The Section 33433 Report was prepared, and filed in the Office of the City Clerk and in the Office of the Executive Director, and made available for public inspection and copying, all in the manner required by law. Transfer Agreement On November 16, 1999, the Agency and BFGoodrich Aerospace Aerostructures Group, entered into a second agreement, entitled the Agency-BFG Transfer Agreement ("Transfer Agreement"). The purpose of this agreement was to implement the elements of the Relocation Agreement that dealt directly with the Agency and Goodrich - specifically, the transfer of the Agency Property' and the acquisition and transfer of the Rados Property' to Goodrich. Development Agreement On December 30, 1999, the City, the Redevelopment Agency and Goodrich entered into a Development Agreement. The Agreement helped eliminate the uncertainty in planning for BFG, allowing them the opportunity to master plan the property per the existing rules, regulations, and policies of the City and Agency. It also provided the City with some assurances that BFG would undergo a master planning process for site development, and would cooperate with other development proposals on adjacent Bayfront properties. Implementation Agreement The Agency conveyed the Bay Boulevard properties to Goodrich in December 1999 and subsequently acquired the Rados property in March of 2003. The conditions required by the Transfer Agreement have been met, except for the grading of the lot. Pursuant to Section 3.2.2.b of the Relocation Agreement, it was agreed that in lieu of the actual grading, the Agency would pay Goodrich the estimated cost of needed work. The cost to grade is estimated at $254,000, and the proposed Implementation Agreement provides for payment of that amount to Goodrich. 4 An approximately 3.65-acre Agency-owned property located on Bay Boulevard south of Lagoon Drive , An approximately 3.02-acre property owned by Rados Brothers and located at the corner of Bay Boulevard and Lagoon Drive b-5 Staff Report - Item No. ~ October 25, 2007 Page 6 Easement Both the Relocation Agreement and the Transfer Agreement include a requirement for an easement agreement between the City/Agency and BFG at the time of transfer of the Rados property, giving the City/Agency easement rights to build and maintain an "Entry Statement" on a small portion of land at the corner of Lagoon and Bay Boulevard - a gateway to the Bayfront. That easement is being delivered via a grant deed, a copy of which is included as Attachment 3. DECISION-MAKER CONFLICTS Staff has reviewed the property holdings of the CVRC Members and has found no property holdings within 500 feet of the boundaries of the property which is the subject of this acti on. ATTACHMENTS Attachment 1 - Locator Map Attachment 2 - Implementation Agreement for the Agency-BFG Land Transfer Agreement Attachment 3 - Grant Deed to City - Easement for Landscaping and Other Public Purposes PREPARED BY: Janice Kluth - Senior Community Development Specialist 5-,4 Rados Property Transfer Attachment 1 Rados Property + ~lf? -r ~ OIYcr CHJ'IA VISlA Gl'OGR'l'ltI",,"'C.HAno.5n1110 - -:s-, Attachment 2 IMPLEMENTATION OF THE AGENCY-BFG LAND TRANSFER AGREEMENT This Implementation of the Agency-BFG Land Transfer Agreement [Implementation Agreement] is made by and between the REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA [Agency] and ROHR, INC., previously operating as BFGOODRlCH AEROSPACE AEROSTRUCTURES GROUP and currently operating as Goodrich Aerostructures Group, a Delaware corporation and wholly owned subsidiary of Goodrich Corporation, previously the BFGoodrich Company [Goodrich], collectively, the Parties. RECITALS A. The Agency, Goodrich, the City ofChula Vista [City] and the San Diego Unified Port District [port] entered into the Relocation Agreement [Relocation Agreement] on July 13, 1999. The Relocation Agreement was amended in November 1999. The Relocation Agreement and the Amendment to Relocation Agreement are attached to this Implementation Agreement as Exhibit A. B. To implement the Relocation Agreement, the Agency and Goodrich entered into the Agency-BFG Land Transfer Agreement [Transfer Agreement] on November 16, 1999. The Transfer Agreement is attached to this Implementation Agreement as Exhibit B. C. The Parties now desire to implement the provisions of the Transfer Agreement concerning the Rados Property with this Implementation Agreement. AGREEMENT Section 1. Definitions. The Parties agree that all terms used in this Implementation Agreement, unless defmed herein if defmed in the Relocation Agreement or the Transfer Agreement, shall have the meaning set forth in the Relocation Agreement or the Transfer Agreement. Section 2. Effective Date. This Agreement shall be effective on the date which is the later of the two dates on which this Agreement is signed by the Agency and Goodrich [Effective Date]. Section 3. Property Description. The Agency agrees to convey to Goodrich a fee simple interest in the property known as the Rados Property, described as the 3.02-acre property located at the comer of Bay Boulevard and Lagoon Drive, and more fully described in the legal description and plat, attached to this Agreement as Exhibits C and D, respectively [the Rados Property]. -:!5 -- q 1 Section 4. City Easement at Northeast Corner of Rados Parcel. Prior to the conveyance of the Rados Property to Goodrich, the Agency shall grant to the City an easement over that area described in Exhibit E and shown on a Plat designated as Exhibit F pursuant to Section 6.2.1 of the Relocation Agreement. Section 5. Chain Link Fence and Gate. Goodrich agrees to purchase from the Agency the six-foot high chain link fence surrounding the Rados Property for $ 3,500, which swn shall be deposited into Escrow. Section 6. Environmental Condition of the Rados Property. The County of San Diego Department of Environmental Health issued a "No Further Action" Letter on February 16,2006 stating that the cleanup goals established for the Rados Property have been met. Therefore, the Parties agree that the Agency's obligations under Section 4.4(a) of the Transfer Agreement and Section 7.4.2 of the Relocation Agreement are terminated for the Rados Property. Section 7. Physical Condition of the Rados Property. The Parties agree that the Rados Property has been cleared and that the slab has been demolished. The Agency shall pay to Goodrich a swn of $254,000, which shall be used for the grading of the Rados Property and the Agency Land as defined in Section 3.1 of the Transfer Agreement. Upon payment of this swn by the Agency, the Parties agree that the Agency's obligations in Section 4.4(b) of the Transfer Agreement have been satisfied. Section 8. Representations and Warranties of the Agency. The Agency conveys the Rados Property in an 'AS IS' condition, with all faults, and except as stated herein, the Agency makes no representations or warranties to Goodrich with respect to any aspect of the Rados Property, including, without limitation, value, fitness for a particular use or purpose, physical condition, environmental state, the status of title, availability of access, ingress, egress, water or utilities, or any other matters. The Agency represents that a) There is no pending litigation adversely affecting the Rados Property or the Agency's ability to convey the Rados Property; b) There are no contractual commitments which have been make to any governmental authorities, utility companies, school districts or other governmental agencies which would impose an obligation on the Agency or its successors or assigns to make any contributions or dedications of money or land or to construct, install or maintain any improvements of a public or private nature on or off the Rados Property; and c) Except for the Relocation Agreement and the Transfer Agreement, and except for matters of record affecting title to the Rados Property, there are no leases or other agreements affecting title or possessory rights to the Rados Property. These representations are based upon the actual knowledge of the Agency personnel and the Agency has not performed any investigation or inquiry regarding these matters. The Agency shall indemnify, defend and hold Goodrich harmless from an against any claims, 5~'\ 2 demands, causes of action, liabilities, losses, costs and expenses, including without limitation, attorneys' and experts' fees and costs relating to or arising out of any breach or untruth of these representations and warranties. This indemnity shall survive the Closing, and the delivery of the grant deed for, and the conveyance of, the Rados Property. Section 9. Condition ofTitIe. The Agency shall convey to Goodrich, by grant deed, a fee simple interest in the Rados Property free and clear of all liens and monetary encumbrances, with the exception of the lien on non-delinquent real estate taxes and assessments not yet due and payable and all other liens and encumbrances of record and subject to the exceptions to title listed in the title report by First American Title, excluding those exceptions to title that are reasonably disapproved by Goodrich. Within 14 days of receipt of the title report, Goodrich shall provide written notice of disapproved exceptions. The condition of title shall be evidenced by a policy ohitle insurance in an amount reasonably requested by Goodrich showing title vested in Goodrich [the Rados Property Title Policy]. The Parties waive the requirement in Section 4.6 of the Transfer Agreement for an AL T A policy of title insurance. Section 10. Conditions Precedent to Conveyance of the Rados Property. A) Goodrich has fully performed and complied in all material respects with its obligations, covenants and agreements with regard to the Rados Property under this Implementation Agreement, the Transfer Agreement, and the Relocation Agreement, and is not in default under any provisions of any of these Agreements. B) The Agency has fully performed and complied in all material respect with its obligations, covenants and agreements with regard to the Rados Property under this Implementation Agreement, the Transfer Agreement, and the Relocation Agreement, and all representations and warranties made by the Agency in this Implementation Agreement shall be materially true and correct as of the Closing Date. C) First American Title is ready, willing, and able to issue the Rados Property Title Policy. Section 11. Closing. The Closing shall be deemed to have occurred when an executed and acknowledged grant deed conveying the Rados Property to Goodrich is recorded in the official records of San Diego County. A) Within one day prior to the Closing Date, the Agency shall deliver into escrow the executed and acknowledged grant deed in favor of Goodrich conveying the Rados Property to Goodrich. B) Within one day prior to the Closing Date, the Agency shall deliver into escrow $254,000 for the grading of the Rados Property and the Agency Land as described in Section 7 of this Implementation Agreement. ,5- \b 3 C) Within one day prior to the Closing Date, Goodrich shall deliver into escrow $3,500 for the chain link fence as described in Section 5 of this Implementation Agreement. D) Upon Closing, the Agency shall deliver possession of the Rados Property free and clear of all tenancies and parties in possession. E) Each Party shall deposit in a timely manner all documents and written escrow instructions in escrow with the First American Title as may be necessary for conveyance of the Rados Property in accordance with this Implementation Agreement, or as may be reasonable requested by either Party. F) Transfer taxes shall be paid by Goodrich. The cost of the Rados Property Title Policy shall be paid by Goodrich. Escrow fees and all other closing costs shall be shared equally between the Parties. Real estate taxes shall be prorated as of the Closing Date based on the best available estimate of real estate taxes for the period during which the Closing occurs, subject to final adjustment after Closing if requested by either Party in writing within one year following the Closing Date. Any adjustment shall be based on the actual tax statements received for such period. Each Party shall be responsible for the costs of its own consultants and legal counsel. Section 12. Non-discrimination Covenants. The grant deed shall contain the following language: "The Agency covenants by and for itself, its heirs, executors, administrators, and assigns, and all persons claiming under or through it, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the premises herein conveyed, nor shall Goodrich or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or vendees in the premises herein conveyed. The foregoing covenants shall run with the land." Section 13. Notices. All notices, demands and correspondence required or provided for under this Implementation Agreement shall be in writing and delivered in person, sent by certified mail, postage prepaid, or sent by a nationally recognized overnight courier that provides documentation of delivery. Notice to the Agency shall be addressed as follows: Redevelopment Agency of the City of Chula Vista 276 Fourth Avenue Chula Vista, CA 91910 Attention: Eric Crockett 6' .r\\ 4 Notices to Goodrich shall be addressed as follows: Goodrich Aerostructures Group 850 Lagoon Drive Chula Vista, CA 91910 Attention: Gary Sullivan A Party may change its address by giving notice in writing to the other Parties in the manner provided above. Thereafter, notices, demands and other correspondence pertinent to this Implementation Agreement shall be addressed and transmitted to the new address. Section 14. Entire Agreement, Waivers, Amendments. This Implementation Agreement and the Escrow Instructions constitute the entire understanding and agreement of the Parties with respect to the transfer of the Rados Property. In the event there is a conflict between the provisions of this Implementation Agreement and the Relocation Agreement and/or the Transfer Agreement, the Relocation Agreement and/or the Transfer Agreement shall control. All waivers of the provisions of this Implementation Agreement must be in writing and signed by an authorized representative of the Party sought to be charged with the waiver. The waiver by any Party of any term, covenant, agreement or condition contained in this Implementation Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, agreement or condition, nor shall any custom or practice which may grown up between the Parties in the administration of this Implementation Agreement, the Relocation Agreement, or the Transfer Agreement be construed to waive or lessen the right of any Party to insist upon performance in strict accordance with all of the provisions of this Implementation Agreement. The terms and provisions of this Implementation Agreement shall only be amended or changed pursuant to a written instrument signed by both the Agency and Goodrich. Section 15. Time of the Essence. Time is of the essence of each and every obligation of the Parties under this Implementation Agreement. Section 16. Applicable Law. This Implementation Agreement shall be construed and enforced in accordance with the laws of the State ofCaliforrua. Section 17. Exhibits. The following exhibits are attached to this Implementation Agreement: Exhibit A - Relocation Agreement and Amendment to Relocation Agreement Exhibit B - Transfer Agreement Exhibit C - Grant Deed Exhibit D - Easement Grant Deed '5-' \ 1- 5 Section 18. Redevelopment Agency Approval Required. Goodrich understands and agrees that this hnplementation Agreement must be reviewed and considered at a hearing before the Redevelopment Agency. The Redevelopment Agency has the discretion to approve or disapprove any sections of this hnplementation Agreement. This Agreement is executed by the Agency and by Goodrich, acting by and through its lawfully authorized officer. REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA Date: By David Garcia Executive Director ROHR, INC., operating as GOODRICH AEROSTRUCTURES GROUP, a Delaware corporation and wholly owned subsidiary of GOODRICH Corporation Date: 0 (j(. 17 1JXJ7 I By ~ ~3ft~-W'b Approved as to Form: Ann Moore, Agency Counsel 5-l.) J:WtomeyIELISAIAGREEMENTSlRados Parcel- Implementation of Agency-BFG Land Transfer Rados Parcel - FINAL FINAL FINAL IO-15-ll7.doc 6 EXHIBIT A RELOCATION AGREEMENT by and among CITY OF CHULA VISTA REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA SAN DIEGO UNIFIED PORT DISTRICT and ROHR, INC" operating as BFGOODRICH AEROSPACE AEROSTRUCTURES GROUP s-/\~ /,/:(1) 1(i. : ~ I-!- ; , I . J - ;~L TABLE OF CONTENTS Section I. RECITALS....... ...... ...... ... ...... ...... ..... ........... ......... ................ ...... ........m. ......... I 1.1 Existing BFG Campus. .................................................................................. I 1.2 Redevelopment and Eminent Domain. ......................................................... I 1.3 Purpose of Agreement and Related Agreements..........................................". I 1.4 Reservation of Discretion..... ...... ..... ....... ............. .............."....". ..... ................ 2 Section 2. DEFINITIONS .................................................................."......."................... 2 Section 3. LAND TRANSFER AGREEMENTS............................................................. 10 3.1 Land Transfer Agreement Between Port and BFG. .................................... ... 10 3. I. I South Campus Transfers.............................................................."... II 3.1.2 Port Parcels. ..................................................................................... II 3.1.3 SDG&E Property. ............................................................................ II 3.1.4 MTDB Property. ..............................................................................12 3.1.5 Approval of Land Transfer by State Lands Commission. ..............".. 13 3.1.6 Title Exceptions. ....................."....................................................... 13 3.2 Land Transfer Agreement Between Agency and BFG. ........................ 13 3.2. I Agency Parcel. .................................................................................13 3.2.2 Rados Parcel. ................................................................................... 13 3.3 Transfer and Acceptance of Property ................................"............................ 14 3.3.1 Property Transferred to Port. ............................."........................... 14 3.3.2 Property Transferred to BFG. ........................................................... 15 3.4 Indemnities After Closing Date....................................................................... 17 3.4.1 Port Indemnity. .................................................."............................ 17 3.4.2 BFG Indemnity. ................"....".............................................."......17 3.5 Environmental Matters. .... ....................... ........... ............... ...... 17 3.6 Port-Agency Agreement. ..........."............"...........................".....................".18 3.6.1 Appropriation........ ................. .............. ........... ....... .......... ............... I g 3.6.2 Funding.. ............ ............. .............."..... ................. ........... ......"...".. I g 3.6.3 Utilization of Funds...................................... "............................... ". 19 3.6.4 Repayment Obligation. .................................................................".. 19 3.7 Other Pre Closing Obligations and Actions. "............................."...................19 3.7.1 BFG Subleases. . ".........................".................................................. 19 3.7.2 BFG Ground Lease with SDG&E..................................................... 20 3.7.3 BFG Lease With MTDB. ................................................................. 20 3.7.4 Vacation of Marina Parkway. ........................................................... 20 3.7.5 Lot Line Adjustments. ........................................ ".... "...................... 20 3.7.6 Certificates of Compliance. ................................"............................ 20 3.8 Other Provisions. .............................................................."............................ 21 3.9 Form of Deeds. ................................................................."............................ 21 Section 4. BFG RELOCATION .................................................................m..."............ 21 4.1 Relocation Period. .......................................................................................... 21 106111-000014 174488.01 6.....\'5 TABLE OF CONTENTS (continued) 4.2 H Street Extension. .........................................................................................22 4.3 Marina Parkway Realignment. ........................................................................ 22 4.4 Relocation Schedule. ....... ........................... ...... ........ ............... ...... ...... ... ........ 23 4.4.1 Adjustments to Relocation Schedule.........................................,....... 23 4.5 BFG Occupancy of South Campus During Relocation Period. ........................ 24 4.6 Termination of Obligations Concerning the South Campus. .......................... 24 4.7 Utilities and Services. ................................................................................ 24 Section 5. RELOCATION AND NEW CAMPUS FINANCE ASSISTANCE............., 24 5.1 Payments. ...,.....................,...........................................................................24 5.2 Post-Closing Adjustments...... ...................... ............ ....... ........ ....... ............... 24 5.3 Reimbursement of South Campus Property Taxes............... ........................ .. 25 5.4 New Campus Industrial Financing Assistance................................................ 25 5.4.1 Annual Installments...................................................,...................... 25 5.4.2 Relocation Period Payments. ............................................................25 5.4.3 Post-Relocation Period Payments. .................................................... 25 5.4.4 Port Contribution........................................................................... 26 5.4.5 Port Loan Repayment....................................................,.................. 26 5.4.6 Payments to BFG Starting in Fiscal Year 2010/2011 Limited to Actual Receipts. .......................................................... 27 5.4.7 Adjustments and Maximum Payment. .............................................. 27 5.4.8 In General. ...................................................................................... 28 5.4.9 Special Indemnity............................................................................. 28 Section 6. NEW CAMPUS AND SOUTH CAMPUS DEVELOPMENT ........................ 28 6.1 Development Agreement. .............................................................................. 28 6.1.1 Permitted Uses. ................................................................................ 28 6.1.2 Subsequent Approvals. .................................................................... 29 6.1.3 Application of Subsequently Enacted Rules, Regulations and Official Policies .....................................................................29 6.1.4 Other Governmental Permits, Approvals and Services......,............... 29 6.1.5 Adjacent Land Uses. ...................................................................... 30 6.1.6 Infrastructure, Fees and Exactions. ................................................ 30 6.1.7 Prior City Commitments................................................................... 30 6.1.8 Term. ............,.................................................................................. 30 6.2 BFG Obligations......,......................................................................................30 6.2.1 Rados/Agency Parcels Use and Development................................... 30 6.2.2 No Challenges; Cooperation, ..........................................................32 6.2.3 New Campus Master Plan ...............................................................32 6.3 Port Cooperation. ......... ............. ..................... .................... ................ ....... .....32 6.3.1 Port Jurisdiction and Control Over Land Uses. ...................,............. 32 6.3.2 No Challenges. ................................................................................32 6.4 Port and City/Agency Agreements Regarding South Campus Development.... 33 6.4.1 MasterPlan Amendment. .............................................................. 33 5-- \ It 106711-000014 17441i1.01 II TABLE OF CONTENTS (continued) 6.4.2 Master Plan Amendment. .............................................................. 33 6.4.3 RFP Process and Project Approval. ..................................................33 6.5 Covered Areas. .................... ........ ...... ..... .................. ......... ..... ....... ...... 33 Section 7. ENVIRONMENTAL MANAGEMENT................................................. ...34 7.1 General Principles. ....... ....... .............. ..... .... .......... ...... ....... .............. ...... 34 7.1.1 Cooperation.. ........ .... ............... .............. ............... ........... .......... ...... 34 7.1.2 Development Objectives. .................................................................34 7.1.3 Risk-Based Standards. ......................................................................34 7.1.4 Environmental Objectives. ...............................................................35 7.1.5 Shared Costs. .................................................................................35 7.1.6 Manifests. .................. ........ ...... .............. ...... ....... .... .... ......... ....... ..... 35 7.1.7 Management. .................................................................................35 7.1.8 No Waiver... .............. .... ................ ...... .......... ........ ..... ......... ....... ...... 35 7.2 Allocation of Environmental Costs: South Campus........................................ 35 7.2.1 General. ..........................................................................................35 7.2.2 Allocation. .......... ....... ..... ......... ...... ........ ........ ..... ............. .... ....... ..... 36 7.2.3 Costs After Transfer. ........................................................................ 36 7.2.4 Costs Associated With Importation of Dredged Material. ................ 37 7.2.5 Costs Associated With Dredging. ..................................................... 37 7.2.6 Costs Associated With Irrigation and Ponds. .................................... 37 7.2.7 Costs Associated With Grading. .......................................................37 7.2.8 Costs in Excess ofIndustrial Use Standards...................................... 38 7.2.9 Costs Associated With Underground Storage Tanks Costs. ..............38 7.2.10 Costs Associated With Demolition. ............................................... 38 7.2.11 Costs Associated with Groundwater Monitoring. ............................38 7.2.12 Costs Associated With Construction Dewatering. ........................... 39 7.2.13 Cost Limitation. ............................................................................. 39 7.2.14 Contamination Discovery Cutoff. ................................................... 39 7.3 Management of Environmental Matters: South Campus................................. 39 7.3.1 Management Responsibilities and Activities.................................... 39 7.4 Allocation of Environmental Costs and Management Responsibilities for Other Identified Properties. ...................................................................... 46 7.4.1 Port Parcels and SDG&E Land North ofH Street. ............................ 46 7.4.2 Rados Parcel and City ParceL....................................................... 49 7.4.3 Costs Associated With Dredged Material. ........................................ 50 7.4.4 Costs Associated With Dredging. ..................................................... 50 7.4.5 Contamination Discovery Cutoff. ....................................................50 7.5 Other Terms and Conditions................................................................ 50 7.5.1 Cooperation.. ....... ........ ..... ......... ............ ........... ...... ........ ....... ....... .... 50 7.5.2 Permitting. ..... .................. ......... ...... ................. .............. .............. .... 52 7.5.3 Plans. ...... ....... ....... ........... ............... .... ...... ...... ................ ....... ......... 52 7.5.4 Industrial Use Standard. ................................................................... 53 7.6 Indemnity and Other Provisions. ..................................................................... 53 7.6.1 General. ........................................................................................... 53 -t5./ , "\ 106711-000014 174418.01 III TABLE OF CONTENTS (continued) 7.6.2 Internal Costs. ................................................................................. 53 7.6.3 Consequential Damages. ................................................................. 53 7.6.4 Penalties and Fines. ......................................................................... 53 7.6.5 Other Funds. ....___..___..................................................................... 54 Section 8. CLOSING ....................................................................................................... 54 8. I Closing; Closing Date.................................................................................... 54 Section 9. GENERAL PROVISIONS .............................................................................. 54 9.1 Claims and Fees............................................................................................. 54 9.1.1 Indemnity Obligations. .................................................................. 54 9.1.2 Notice of Third Party Claims........................................................... 55 9.2 Force Majeure. ............................................................................................... 55 9.2.1 Notice. ............................................................................................55 9.2.2 Efforts to Minimize. ......................................................................... 55 9.2.3 Option to Terminate. ........................................................................ 55 9.3 Time of the Essence. ....................................................................................... 56 9.4 Independent Contractors. ...........___................................................................. 56 9.5 Dispute Resolution. ........................................................................................56 9.5.1 Mediation. ........................................................................................56 9.5.2 Institution of Legal Action. ............................................................56 9.5.3 Arbitration of Specified Disputes. .................................................... 56 9.6 No Joint Venture. ........................................................................................ 57 9.7 Applicable Law. ........................................................................................... 57 9.8 Notices..... ........ ................. ............ ...... .................................... .... .... ......... ...... 57 9.9 Rules of Construction. .................................................................................... 58 9.10 Severability.... ........ ............. ...... ...... .......... ..... ..... ........... ............. ......... ....... 59 9.11 Entire Agreement, Waivers, Amendments. .................................................. 59 9.12 Further Action. ............................................................................................ 59 9.13 Exhibits. .................................................................................................... 59 9.14 Parties to Bear Their Own Costs. ................................................................. 59 9.15 Captions. ..................................................................................................... 60 9.16 Assumption of Responsibility. ................................................................... 60 9.17 Successors and Assigns................................................................................ 60 9.18 Third Parties. .............................................................................................. 60 6-- \ t l06711-000c14 174488.01 IV RELOCA nON AGREEMENT THIS RELOCATION AGREEMENT (hereinafter referred to as "Agreement") is made and entered into effective this 13th day of July, 1999 ("Effective Date'), by and among the CITY OF CHULA VISTA, a municipal corporation ("City"), REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a redevelopment agency formed pursuant to Health and Safety Code 99 33000 et seq. ("Agency"), SAN DIEGO UNIFIED PORT D1STRlCT, a Pon District formed pursuant to Harbors and Navigations Code App. 1, 99 1 e/ seq. (hereinafter referred to as "Port") and ROHR, INC., operating as BFGoodrich Aerospace Aerostructures Group, a Delaware corporation and wholly owned subsidiary of The BFGoodrich Company (hereinafter referred to as "BFG"). All references in this Agreement to "City/Agency" shall refer collectively to City and Agency. City, Agency, Port and BFG are from time to time hereinafter referred to individually as a "party" and collectively as the ''parties.'' The parties agree as follows: Section 1. RECITALS 1.1 Existing BFG Campus. BFG, Port and Agency own certain real property at the Chula Vista Bayfront (the "Bayfront", as further defined in Section 2.8), in the City ofChula Vista, California. BFG is the owner of a manufacturing facility on real property located at the Bayfront, as depicted on the attached Exhibit A (tbe "Existing Campus, " as further defined in Section 2.45). 1.2 Redevelopment and Eminent Domain. The pon wishes to realign BFG and Pon ownership interests at the Bayfront to improve opportunities for development of Port tidelands consistent with the Port's tidelands trust. Realignment of the ownership interest of BFG and the Port will result in acquisition of property uniquely situated to afford the Port substantially greater Bayfront development opportunities. Accordingly, the Port has indicated its intention, subject to compliance with all applicable California laws, to acquire the "BFG Property" (as defined in Section 2.10) by power of eminent domain, since BFG has not expressed any interest in the sale or other disposition of the BFG Property. By executing and delivering this Agreement, the Port and BFG agree to avoid the necessity of eminent domain proceedings, and to cause the realignment of the BFG Property and related properties, all as set forth herein. 1.3 Purpose of Agreement and Related Agreements. The purpose of this Agreement is to set forth the fundamental terms of the parties' contract concerning certain land transfers, relocation of BFG's facilities to the "New Campus" (as depicted in the attached Exhibit B and as defined in Section 2.71), creation of public thoroughfares, management of 106711.??oo15172405.09 ] 5-\; environmental issues, and development and use of the pmpeny comprising the New Campus and the South Campus. The parties intend to enter into the following additional agreements containing further detailed terms and conditions regarding these matters (the "Related Agreements"): (a) Port-BFG Land Transfer Agreement; (b) Agency-BFG Land Transfer Agreement; (c) Development Agreement; (d) Tidelands Use and Occupancy Permit; and (e) Right of Entry Permit. 1.4 Reservation of Discretion. BFG acknowledges and agrees that, notwithstanding the terms and conditions of this Agreement, Pon, City and Agency reserve their discretion to approve or disapprove all future actions contemplated hereby which require by law the exercise of discretion and which Pon, City and Agency cannot lawfully be committed to by contract (collectively, "DiscretionfII'JI Actions'~. Such reservation of discretion shall apply to all contemplated legislative and quasi-judicial actions including, without limitation, approval of land use entitlements, CEQA compliance, the exercise of eminent domain, code enforcement and the making of fmdings and detenninations required by law. In the event that Pon, City or Agency shall take or fail to take any Discretionary Action with respect to the subject matter of this Agreement, any such action or inaction shall not constitute a breach of such party's obligations under this Agreement Section 2. DEFINITIONS In this Agreement, unless the context otherwise requires: 2,1 "ADR Provider" shall have the meaning set forth in Section 9 .5. I 2.2 "Affected Party" shall have the meaning set forth in Section 9.2.1. 2;3 "Agency" means the Redevelopment Agency of the City of Chula Vista, a political subdivision in the State of California exercising governmental functions and powers and organized and existing under the Community Redevelopment Law of the State of California (Health and Safety Code Sections 33000. et seq.). 2.4 "Agency-BFG Land Transfer Agreement" means the Land Transfer Agreement betWeen Agency and BFG described in Section 3.2. 2,5 "Agency Fund" shall have the meaning set forth in Section 3.6.1. 6/ XP 1067110000"I5172405.09 2 2.6 "Agen", Parcel" means the real propeny Agency owns on Bay' Boulevard south of Lagoon Drive, comprising approximately 3.65 acres, as shown on tbe Site Map anached as Exhibit C. 2.7 "Agreement" means this Relocation Agreement. 2.8 "Bayfront" means the property located in the City ofChula Vista, California bounded by F Street and Lagoon Drive to the north, Interstate 5 to the east, J Street and Marina Parkway to the south, and the San Diego Bay to the west. 2.9 "BFG" means Rohr, Inc., operating as BFGoodrich. Aerospace AerostTUctures Group, a Delaware corporation and wholly owned subsidiary of The BFGoodrich Company. 2.10 "BFG Properly" means tbe real propeny owned in fee by BFG located south of the northerly boundary of the proposed H Street Extension comprising approximately 37.58 acres and as more particularly shown on the Site Map attached as Exhibit C. 2.11 "BFG Relocation" means the relocation and consolidation of BFG's facilities and operations from tbe South Campus to the New Campus as described in Sections 4 and 5. 2.12 "BFG Subleases" shall have tbe meaning set forth in Section 3.7.1. 2.13 "CEQA" means the California Environmental Quality Act, Public Resources Code ~~ 2 I 000 et seq. and the Guidelines promulgated thereunder. 2.14 "CHGC" shall have the meaning set forth in Section 3.7.1. 2.15 "City" means the City of Cbula Vista, a municipal corporation having charter powers. 2.16 "Oty/Agency" shall have the meamng set forth in the introductory paragraph of this Agreement. 2.17 "Claims and Fees" shall have the meaning set forth in Section 9.1.1. 2.18 "Closing" shall have the meaning set forth in Section 8.1. 2.19 "Oosing Date" shall have the meaning set forth in Section 8.1. 2.20 "Combined Campus Available Revenues" shall have the meaning set forth in Section 5.4.4. Section 5.4.4. 2.21 "Combined Campus Base Revenues" shall have the meaning set forth in 2.22 "Costs" shall have the meaning set forth in Section 7 .2.1. 106n, 00001517240509 5/;'\ 3 2.23 "Covered Areas" shall have the meaning set forth in Section 6.5. 2.24 "Diferred Obligalion" shall have the meaning set forth in Secti 5.4.6. 2.25 "Demolition" shall have the meaning set forth in Section 7.2.10.1 I 2.26 "Development Agreement" shall have the meaning set forth in SFtion 6.1. 2.27 "Development Agreement Effective Date" shall have the meani~g set forth in Section 6. 1. 1. I , 2.28 "Development Agreement Statute" means Title 7, Chapter 4, ~icle 2.5, ~~ 65864 through 658695 of the Government Code. I , 2.30 , "Development Plan" shall have the meaning set I forth in I I I , "Disapproved Exception" shall have the meaning set forth in Settion 3.1.6. I "Discretionmy Actions" shall have the meaning set forth in Sec90n 1.4. ! 2.29 Section 7.3. I (g)(JXi). 2.31 2.32 "Dispute" shall have the meaning set forth in Section 9.5.1. 2.33 "Easement Area" shall have the meaning set forth in Section 6.21. I(b). 2.34 "Effective Date" means the effective date of this Agreement as I' set forth in the introductory paragraph hereof , 2.35 "Entry Statement" shall have the meaning set forth in Section 6.2.1(b). ! I 2.36 "Environmental Conditions" means the presence of Hazardous $ubstances. I , 2.37 "Environmental Oaims" means any lawsuits or claims or requIrements of government agencies (including, without limitation, all cost recovery actions, suits, proceedings, administrative orders, causes of action, judgments, injunctions, settlements, fines or penalties) made by any person or entity resulting from, concerning, or arising out of or in connection with Environmental Conditions, Environmental Releases or Environmental Remediation! Activities. Provided, however, that Environmental Claims shall not include fines or penalties imposed upon a specific party by a government agency based on unreasonable actions by that party. i I , 2.38 "Environmental Costs" means the Costs resulting from, conpeming, or arising out of or in connection with Environmental Conditions, Environmental Releases, Environmental Remediation Activities, and Environmental Claims; provided ho~ever that Environmental Costs shall specifically not include consequential, or punitive damagesl ! 2.39 "Environmental Laws" means any federal, state or local Ijw, statute, regulation, rule, ordinance, permit, prohibition, restriction, requirement, agreement, consent or approval, or any determination, directive, judgment, decree or order of any executive, administrative or judicial authority at any federal, state or local level (whether now existing or . 1 ff;'4J-~ I 106711oooo15172405.0G subsequently adopted or promulgated) relating to (a) environmental and/or toxic co tamination or pollution or (b) the protection of the environment. natural resources or public heal h or safety from hazardous substances, materials, wastes, pollutants or contaminants. 2.40 "Environmental Matters" means all matters concerning, or arisi g out of or in connection with Environmental Conditions, Environmental Claims, Environme tal Costs, Environmental Releases and/or Environmental Remediation Activities. 2.41 "Environmental Release" means any spilling, leaking, pumpi . pouring, emitting, emptying, discharging, inj ecting, escaping, leaching, dumping, or disposi g into the environment of any Hazardous Substance, including the abandonment or discarding of barrels, containers, and other receptacles containing any Hazardous Substance. 2.42 "Environmental Remediation Activities" means the in estigation, administration, compliance, mitigation, remediation, cleanup or related actions re lting from, concerning, or arising out of or in connection with Environmental Conditions, En ironmental Claims or Environmental Releases. 2.43 Section 3 .1.1 (b). "Excluded BFG Property" means the property de cribed In 2.44 "Existing Approvals" means all Project Approvals applicable to the real property comprising the New Campus as of the Development Agreement Effective D e. 2.45 "Existing Campus" means that certain real property owned 0 leased by BFG described in Exhibit A. including the property leased from the Port, S &E. and SD&AERC, located at the Bayfront on which BFG currently operates a manufacturin facility. 2.46 "Existing RMles, Regulations and Official Policies" shall have t e meaning set forth in Section 6.1.1. 2.47 "Fiscal Year" shall have the meaning set forth in Section 54.2. 2.48 "Force Majeure" shall have the meaning set forth in Section 9.2 2.49 "Foster" shall have the meaning set forth in Section 3.7. I. 2.50 "Funding Request" shall have the meaning set forth in Section 3 6.2. 2.51 "General Plan" means the City ofChula Vista General Plan. 2.52 "H Street Boyle Sllldy" shall have the meaning set forth in Secti n 4.2. 2.53 "H Street Extension" means the H Street Extension d scribed in Section 4.2 and shall include substantially all of the project elements (includi g without limitation, utility lines and infrastructure) as depicted by the H Street Boyle Study. '5/' ~ J 106711.0000151724D5.09 5 2.54 "HazordoltS Substance" means any material, waste, chemical, compound, substance, mixture, or byproduct that is identified, defined, designated, listed, stricted or otherwise regulated under Environmental Laws as a "hazardous constituent,>> "hazardous substance," "hazardous waste constituent," "infectious waste," "medical waste," "b ohazardous waste," "extremely hazardous waste," "pollutant," "toxic pollutant," "chemical onstituent," "solid waste," or "contaminant," or any other formulation intended to classify substances by reason of properties that are deleterious to the environment, natural resources or pub ic health or safety including without limitation, ignitability, infectiousness, corrosiveness, r dioactivity, carcinogenicity, toxicity, and reproductive toxicity. Without limiting the gene lity of the foregoing, Hazardous Substances shall include any form of natural gas, as well as an petroleum products or any fraction thereof; and any substance that, due to its characteristics 0 interaction with one or more other materials, wastes, chemicals, compounds, Substances, ixtures, or byproducts, damages or threatens to damage the environment, natural resources or p blic health or safety, or is required by any law or public entity to be remediated, including emediation which such law or public entity requires in order for real property to be put to any lawful purpose. 2.55 "Industrial Impacts" shall have the meaning set forth in Section 6.1.5. 2.56 "Industrial Use Standard" shall have the meaning s forth In Section 7.5.4. 2.57 "Injured Party" shall have the meaning set forth in Section 9.2. . 2.58 "Installment" shall have the meaning set forth in Section 5.4. I. 2.59 "Installment Amount Due" shall have the meaning s t forth In Section 5.4.4. 2.60 "Installment Payment Date" shall have the meaning t forth In Section 5.4.1. 2.61 "Interim Use Period" shall have the meaning set forth in Sectio 6.2.1 (a). 2.62 "Land Transfer Agreements" means the Agency-BFG La d Transfer Agreement and the Port-BFG Land Transfer Agreement described in Section 3. 2.63 "Long Term Lease" means the lease described in Section 3.1.2( )(i). 2.64 "Marina Parkway Boyle Study" shall have the meaning et forth In Section 4.3. 2.65 "Marina Parkway Realignment" shall have the meaning et forth In Section 4.3. 2.66 "Master Plan" shall mean the Master Plan of the Port District amended from time to time. 6-- ~~ 1087",000015172405_QIjI 6 2.67 "MTDB" means the Metropolitan Transit Development Board. 2.68 "MTDB Leases" means the Commercial Lease dated Septemb r 19. 1957. between SD&AERC and Rohr Aircraft Corporation, and the Railroad Lease Agre ment dated February 12, 1998, between SD&AERC and BFG. 2.69 "MTDB Parcel" means the real property described in Section 3. A(a). 2.70 "MTDB Railway" shall have the meaning set forth in Section 3. A(b). 2.71 "New Campus" means the real property north ofH Street on hich BFG will consolidate and relocate its facilities (including the property to be acquired by B G pursuant to this Agreement), as shown on Exhibit B, comprised initially of the property own d in fee by BFG, the Rados Parcel, the Agency Parcel, the SDG&E Parcel, Port Parcell and P rt Parcel 2. The MTDB Parcel (or any of the other foregoing properties) shall be included in the efinition of New Campus if it is transferred to BFG subsequent to Closing. In the event BFG el cts to close without receiving tide to (or a possessory interest in) one or more of the foregoing pr perties, the New Campus shall not include such properties unless title to (or a possessory interbst in) such properties is subsequently acquired. I 2.72 "New Campus Industrial Financing Assistance" shall have e meaning set forth in Section 5.4. 2.73 "New Rules" shall have the meaning set forth in Section 6.1.3. 2.74 "Notifying Party" shall have the meaning set forth in Section 9. .2. 2.75 "Option Notice" shall have the meaning set forth in Section 6.2. (c)(3). 2.76 Section 62.1(c)(I). "Original Purchase Price" shall have the meaning s t forth ill 2.77 "Parties" shall have the meaning set forth in the introductory aragraph of this Agreement. 2.78 "Permitted Uses" means all uses for which the Existing Campus is currently used, including, without limitation, manufacturing and related operations C cluding all activities associated with the research, development, manufacture, assembly, proces ing, testing, servicing, repairing, storage and/or distribution of products and component parts and I activities incidental thereto), accessory uses and buildings (including off-street parking nd loading facilities. administrative, executive and financial offices and incidental servic s, such as restaurants to serve employees) and all other uses of the same general character as t e foregoing in each case that are consistent and in compliance with the Rules, Regulations nd Official Policies applicable to the Existing Campus as of the Closing Date; provided, h wever, that nothing herein shall be construed to permit any uses which are inconsistent with blic health and safety. &:.ts 1Cl6711.COOO15172405.OS 7 2.79 "Port" means the San Diego Unified Port District fanned pur uant to the San Diego Unified Port District Act, Harbors and Navigation Code App. I, lili I el se . 2.80 "Porl-BFG Land Transfer Agreement" means the Lan Transfer Agreement between Port and BFG described in Section 3. ; 2.81 "Port Loan" shall have the meaning set forth in Section 5.4.4. 2.82 "Port Parcell, " "Port Parcel 2." and "Port Parcels" means th parcels of real property to be transferred by Port to BFG described in Section 3.1.2. 2.83 "Port Property Agreements" means (a) the Lease between t City and Rohr Aircraft Corporation dated March 20, 1959; (b) the Tidelands Use and Occup ncy Permit dated April 15, 1997, between Port and BFG; and (c) the Tidelands Use and Occup ncy Permit dated April 25, 1997, between Port and BFG. 2.84 "Project Appruvals" means all General Plan and Specific Plan d signations, policies and procedures, zoning, owner participation agreements, design review. p rcel maps, tentative and final subdivision maps, environmental approvals (including CEQA ap ovals), lot line adjustments, building permits. grading permits, preliminary and final develop ent plans, certificates of occupancy and all other land use, environmental and building approv Is, permits and entitlements applicable to the property comprising the New Campus. 2.85 "Rados Option" shall have the meaning set forth in Section 6.2.1 c). 2.86 "Rados Option Purchase Price" shall have the meaning s forth in Section 62.I(c}(I). 2.87 Section 6.2.1 (c }(2). "Rados Option Term" shall have the meaning set forth In 2.88 Section 3.2.2(a). "Rados Parcel" means the parcel of real property d cribed in 2.89 "Receiving Party" shall have the meaning set forth in Section 7. .5. 2.90 "Related Agreements" means the agreements described in Sectio 1.3. 2.91 "Relocation Period" shall have the meaning set forth in Section .1. 2.92 "Relocation Schedule" means the schedule for relocation of BFG's facilities described in Section 4.4. 2.93 "REP" shall have the meaning set forth in Section 4.1. 2.94 "RFP" shall have the meaning set forth in Section 6.4.3. 2.95 "Responding Party" shall have the meaning set forth in Section .1.2. ,0871'.!XXlO1S 172010:5 og 0/ ~\..( 8 2.96 "Rules, Regulations and Official Policies" means the rules, egulations, ordinances, laws, general or specific plans, zoning, performance standards and om ial policies governing development, design, density and intensity of use, permitted u es, growth management, environmental review, construction and building standards (with the xception of the Uniform Building Code and similar uniform safety regulations, which may chan from time to time) and design criteria relating to development or use of real property. 2.97 "SD&AERC" means the San Diego & Arizona Eastern Railway ompany. 2.98 "SDG&E" means the San Diego Gas & Electric Company. 2.99 "SDG&E Lease" shall have the meaning set forth in Section 3.7 2. 2.100 "SDG&E Land" means the land that is the subject of the SD &E Lease between BFG and SDG&E covering the SDG&E Parcel and property owned by S G&E south of the New Campus as shown on Exhibit A. 2.101 "SDG&E Lines" shall have the meaning set forth in Section 3. .3(b). 2.102 "SDG&E Parcel" means the parcel of real property d scribed In Section 3. 1.3 (a). 2.103 "Sensitive Receptors" shall have the meaning set forth in Secti n 6.1.5. 2.104 "SLC" means the California State Lands Commission. 2.105 "Site Map" means the site map shown on Exhibit C. 2.106 "South Campus" means the portion of the Existing Campu located on property south of the northerly boundary of the proposed H Street Extension, includi g the South Campus Leased Property, as shown on Exhibit A. 2.107 "South Campus Environmental Claims" shall have the mean'ng set forth in Section 7.2.1. 2.108 "South Campus Environmentill Conditions" shall have the eaning set forth in Section 7.2.1. 2.109 "South Campus Environmental Costs" shall have the meanin set forth in Section 7.2.1. 2.110 "South Campus Environmental Releases" shall have the eaning set forth in Section 7.2.1. 2.111 "South Campus Environmental Remediation Activities" sh II have the meaning set forth in Section 7.2.1. 2.112 "South Campus Leased Property" shall have the meaning et forth in Section 4.6. 106711.000015112405.09 6>-.1\ 9 I 2.113 "Specific Plan" mean! the Bayfront Specific Plan of t e City of Chula Vista 2.114 "Structures" shall have t e meaning set fonh in Section 7.2.]0 I 2.115 "Subsequent Approvals" [shall have the meaning set forth in Se ion 6.1.2. 2.116 "Title Notice" shall have fhe meaning set forth in Section 3.] .6. 2.117 "Transfer Activities" sh4l have the meaning set forth in Sectio 3.6.1. 2.118 "TransferApproval" shall have the meaning set forth in Sectio 3.1.5. 2.119 "Transfer Notice" shall +ve the meaning set forth in Section 3.1.4(c). I 2.120 "Transfer Payments" siujll have the meaning set forth in Secti n 5.1. I 2.121 "Transfer Properties 'I means the properties to be tr sf erred in accordance with Section 3. 2.122 "roop" shall have the eaning set fonh in Section 4.1. 2.123 "Underground Stora of Haz.ardous Substances" shal have the meaning set forth in Section 7.2.9. 2.125 2.124 "Underground Storag Tanks" shall have the meamng et forth in 'U_"" Tonk t........ "'"" h~ dre "..,,;.g '" forth i, Section 7.2.9. Section 7.2.9. Section 3. LAND TRANSFER AGREEMEN S The parties shall enter into "La d Transfer Agreements" concerning the transfer of certain real property described in this Sect" n 3 ("Transfer Properties") all up n the terms and conditions described in this Section 3. 3.1 Land Transfer Agreeme Between Port aod BFG. Port an BFG shall enter into the "PoTf-BFG Land Transfer A ement" containing the terms an conditions described in this Section 3 and such other erms as may be necessary or cust mary for a transaction of this nature. I i 15---.J.<T , 105111.000015 17:i405.09 ;10 3.1.1 South Campus T usfers. (a) Property to be ransferred to the Port. BFG shall transfer to the Port the BFG Property including II buildings and improvements locat d thereon. except for the Excluded BFG Property ( etined below). (b) Excluded BFG Property. Prior to the expirati n of the Relocation Period, BFG shall remov from the BFG Property person property. furnishings. fixtures, machinery, equip ent, inventory, tools and the like (the "Excluded BFG Property") and such property s II not be transferred by BFG to the on. BFG shall repair any damage to structural e ements of buildings (walls, ceiling, oundations and utility services) on the South Camp s caused by removal of trade fixtur s, provided that such buildings are not intended b the Port to be demolished within 120 days of BFG's relocation from the building. 3.1.2 Port Parcels. (a) Property to be ransferred to BFG. The Port shall transfer to BFG the following real property ("Pon 'lU'cels'l (i) Port Par I. The Port shall transfer to BFG portion of the real property currently ground leas d by BFG from the Port under the ease dated March 20, 1959, between the City an Rohr Aircraft Corporation (the " ong Term Lease'), comprising approximately 9.9 acres, located north of the H Stre Extension and east of Marina Parkway, as show on Exhibit C ("Porr Parcell 'j. P rt Parcell includes buildings, improvements, fixt res and personal property, which e currently owned, and will continue to be owned, BFG. (ii) Port Pare I 2. The Port shall transfer to B the real property, comprising approximately 5 0 acres, located west of Port Pare II, in the triangular area from the easterly edge 0 the existing Marina Parkway right-o way, north ofthe H Street Extension, and continui west to include portions of the exis ing Marina Parkway and G Street rights-of-way an the Port-owned parcels west, south d north of such rights-of-way, as shown on Exhibi C ("Port Parcel 2"). Port Parcel 2 all include any buildings and improvements 10 ated thereon. including one (I) g oundwater monitoring well and related equipment. (iii) Se arate steps necessary to create and convey t according to applicable law. eels The Port shall, at no cost to B G, take all BFG the Port Parcels as separate I aI parcels 3.1.3 SDG&E Property (a) Property to be ransferred to BFG. The Port shal convey to BFG the land located within the New ampus comprising approximately 7. 1 acres as shown on Exhibit C (the "SDG&E 1'. el'j. The SDG&E Parcel is part of a larger parcel of property recently acquired by t e Port from SDG&E. The Port shal at no cost 106711.00001517'2405.09 I <fY~ to BFG, take all steps necessary to cr te and convey to BFG the SDG&E Parcel as a separate legal parcel according to appli ble law. (b) Condition of S G&E Parcel. The Port and BFG a knowledge that the SDG&E Parcel currently conta os above-ground electrical transmissi n lines and towers, related equipment, an undergr und natural gas line and an undergr und hot oil line (collective]y, the "SDG&E Lines' . BFG acknowledges that the conv yance shall not include the SDG&E Lines. The S G&E Parcel shall be conveyed to BF subject to an existing easement for continued use fthe portions of the SDG&E Parcel n which the SDG&E Lines are currently located more fully set forth in that cert' Quitclaim Deed, Easement Reservation and Cov nant Agreement between SDG&E d the Port previously delivered to BFG and record in the Official Records of San Die County. 3.1.4 MTDB Property. (a) Property to be ransferred to BFG. The Port shall use its best efforts to acquire and convey to BFG, 0 cause to be conveyed to BFG, the]a d currently owned by SD&AERC between H Str and Lagoon Drive, as shown on E hibit C (the "MTDB Parcel''). City/Agency shall reasonably cooperate with Port's M B Parcel acquisition efforts: (b) Condition of M DB Parcel. The parties acknowle ge that the MTDB Parcel currently contains an ac' e rail line and related equipment ( llectively, the "MTDB Railway''), and the MTDB Railway must be legal]y vacated an abandoned by MTDB and all users of the MTDB 'Iway prior to transfer to BFG. T e Port shall use its best efforts to cause the vacati n and abandonment of the MTDB ilway by MTDB and all users of the MTDB ilway, City/Agency shall reasonabl cooperate with Port's MTDB Railway vacation an abandonment efforts. (c) TDB Property. Promptly after P rt acquires or secures the right to acquire the MT B Parcel, Port shall provide BFG witten notice (the "Transfer Notice'') evidencing B G's opportunity to acquire the M B Parcel from, or through, Port. The parties a knowledge that the sum of $212,57 (equal to $2.00 per square foot for the 2.44 acre/106,286.4 square foot parcel), has be prepaid by BFG for the MTDB Parcel as a good aith estimate of its "fair market valu ." Within thirty (30) days after delivery of the Tr sfer Notice, BFG or Port may elec by written notice to the other to seek an adjustme t (up or down) of the $212,573 pre ayment for the MTDB Parcel, based upon the "fair arket value" of the MTDB Parcel in its then "as is" condition at the time of delivery of t e Transfer Notice. Promptly thereaft ,Port and BFG shall negotiate in good faith for a period of thirty (30) days to attempt 0 mutually agree upon the "fair market value" ofth MTDB Parcel. If the parties are una Ie to agree upon a determination of "fair market ue," then prior to the expiration 0 the 3D-day negotiation period, Port and BFG sh I mutually appoint one (1) MAl ppraiser to determine the "fair market value" ofth MTDB Parcel which shall be bindin upon both parties. Upon determination of the "fai market value" of the MTDB Parcel ($212,573, or otherwise), or promptly thereafter, BFG shall acquire the MTDB Pal' I from or through Port, and an appropriate cash djustment shall be made in the eve t the "fair 10S711.ooD01517240509 2 &:)1) market value" of the MTDB Parcel is etermined to be greater, or less tha , $212,573 based upon the foregoing criteria. If e Port is unable to acquire the M DB Parcel within two years after the Closing Date, or upon prior request by BFG, the pr payment of $212,573 shall be repaid by the Port to FG within 30 days. 3.1.5 Approval of d Transfer by State Lands Com ission. The parties acknowledge that completion 0 the land transfers between Port an BFG will require certain approvals by the SLC fi the Port Parcels to be conveyed to FG free of the public trust (collectively, the "1'1 nsfer Approval"). Such determi at ions may include appropriate fmdings by the S that the Port Parcels are no longe useful for trust purposes. The parties shall use th ir best efforts to finalize and execute the Related Agreements as rapidly as possible and ort shall use its best efforts to expedi iously seek the Transfer Approval. 3.1.6 Title Exceptions. Each transferee party shall review e status of title with respect to the Transfer Prope . es which such transferee party will eceive, for purposes of determining whether the e are any title exceptions encum ering such Transfer Properties which the transfer party reasonably elects to have rem d. On or before September 8, 1999, each transfe ee party shall provide written notice (the "Title Notice") to the other parties to this A reement describing each exception hich such transferee reasonably elects to have r moved from its respective Transfe Properties (each, a "Disapproved Exception"). h party to this Agreement shall, prio to Closing: (i) remove from any Transfer Property ( hether owned, or not owned, by sue party) any Disapproved Exception pursuant to hich such party is a beneficiary, nd (ii) use commercially reasonable efforts to re ve from any then-owned Transfer operty any Disapproved Exceptions that benefit thi d parties. 3.2 Land Transfer Agreemen Between Agency and BFG. The gency and BFG shall enter into a Land Transfer Agreem nt ("Agency-BFG Land Transfer A reement'~ upon the terms and conditions described in this Section and such other terms as may be necessary or customary for a transaction of this ature. 3.2.1 Agency Parcel. (a) Property to be ransferred to BFG. The Agency s all transfer to BFG the "Agency Parcel." (b) Condition of Ag ncy Parcel. The Agency Parcel shal and graded by the Agency without co to BFG. Unless the parties oth grading shall be to the contours reasena Iy required by BFG. be cleared se agree, (c) Purchase PricC:. The purchase price to be paid by BF for the Agency Parcel is $1,271,952. he purchase price shall be paid to the funds deposited by tlte Port into Ese ow for BFG's account pursuant to S 3.2.2 Rados Parcel. ~2,\ 10671't.OOX115172405,09 3 (a) Property to be ran sf erred to BFG. The Agency shall arrange for the transfer to BFG of the land c eody owned by Rados Bros. and located at the comer of Bay Boulevard and Lagoon Drive. comprising approximately 3.02 acres, as shown on Exhibit C (the "Rados Parce '1- (b) Condition of do. Parcel. The Rados Parcel shall be cleared and graded by the Agency, without cos to BFG. Unless BFG and the AgenCy otherwise agree, grading shall be to the contours r asonably required by BFG. (c) Acquisition of dos Parcel. BFG and the Agency acknowledge that the Rados Parcel is currently priva ely owned. If a voluntary acquisition cannot be arranged between the Agency and the er of the Rados Parcel allowing th~ transfer of the Rados Parcel to BFG on the Clo ing Date, then the Agency shall agendize for consideration by the Agency Board a esolution of Necessity which, if adopted by the Agency Board, would authorize the ac uisition of the Rados Parcel by eminent domain. BFG acknowledges and agrees that by ntering into this Agreement, the Agency has not precommitted itself to commencement f eminent domain proceedings with respect to the Rados Parcel and the Agency reserve the right, in its sole discretion to approve or disapprove a Resolution of Necessity 'th respect thereto. In the event that Agency is not able to acquire the Rados Parcel v untarily, and either elects not to pursue eminent domain or is unsuccessful in its pursuit and as a result is unable to deliver an Order of Possession for the Rados Parcel as of t e Closing, BFG shall have the option, in its sole discretion, of electing either to (i) term nate this Agreement, or (ii) receive One Million Fifty-Two Thousand Four Hundred an Nine Dollars ($],052,409) in lieu of acquisition ofthe Rados Parcel. If, as of the Closi g Date, BFG elects to receive $],052,409 in lieu of the Rados Parcel, and the Agency as withdrawn all or part of this amount out of Escrow pursuant to Section 3.6.2, Ag ncy shall pay the amount of such withdrawal directly to BFG within 10 days of rec ipt of notification of BFG's electiort, and BFG shall withdraw the balance (if any) up the amount of$I,052,409 out of Esorow. In no event shall Agency's disapproval of a esolution of Necessity with respect to the Rados Parcel constitute an Agency breach of it obligations hereunder. In the event that Agency approves a Resolution of Necessity wit respect to the Rados Parce~ Agency agrees to file a condemnation action within twen (20) days of such approval and exercise best efforts to expeditiously obtain an Order fPossession with respect thereto. (d) Purchase Price. he purchase price to be paid by BFG to Agency for the Rados Parcel shall be the amou t paid by Agency to the private oWller thereof, whether determined through a volunta agreement, by settlement, or through a court proceeding, provided, however, in no e ent shall said purchase price exceed the amount paid to the City! Agency pursuant to S tion 3.6.] for all Transfer Activities minus the amount paid to the Agency for the A ency Parcel pursuant to Section 3.2,](c). The purchase price shall be paid to Agency om the funds deposited by the Port into Escrow for BFG's account pursuant to Section 36.]. 3.3 Transfer and Acceptance 0 Property "As-Is." 3.3.1 Property Transfe cd to Port. 108711'()OOO15172405.09 14 ~J~ (a) Aclmowledgmen of "As-Is" Transfer. Port acknowledges and agrees that the BFG Property is to be conveyed to and accepted by Port in an "as-is" condition, with all faults, and that, e ept as to those representations and warranties expressly set forth in the Port-BFG d Transfer Agreement, neither BFG. City or Agency, nor any of their agents or empl yees has made any representations or warranties of any kind in connection with any man r related to the condition, value, fitness or use of the BFG Property. (b) Release. Port ereby waives, releases, acquits, and forever discharges BFG, to the maximum ext nt permitted by law, of and from any claims, actions, causes of action, demands, rig s, liabilities, damages, losses, costs, expenses or compensation whatsoever, direct or indi ect, known or unknown, foreseen or unforeseen, that now exist or that may arise in the ture on account of or in any way growing out of or connected with the ownership, use r occupancy of the BFG Property or the South Campus Leased Property prior to the losing Date, including, without limitation, the physical and environmental condition including, without limitation an Environmental Condition) of the property and any s ctures or improvements located thereon. In connection with the foregoing release, P n acknowledges and expressly waives any of its rights under California Civil Code secti n 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know 0 suspect to exist in his favor at the time of executing the rei ase, which if known by him must have materially affected . s settlement with the debtor." Notwithstanding the foregoing, the a knowledgment and release set forth in these Sections 3.3.I(a) and (b) are not inten ed to, and shall not, release or discharge any duties, obligations, liabilities, represent tions or warranties of BFG that are expressly set forth in this Agreement or the Port-B Land Transfer Agreement, including, but not limited to, the provisions of Section 7 h reof 3.3.2 Property Transfe red to BFG, (a> Acknowledgmen of "As-Is" Transfer. BFG acknowledges and agrees that the Port Parcels and the SD &E, MTDB, Agency and Rados Parcels are to be conveyed to and accepted by BFG in an "as-is" condition. with all faults, and that, except as to those representations and warr ties expressly set forth in the Port-BFG Land Transfer Agreement and the Agency-B G Land Transfer Agreement, neither Port, City or Agency, nor any of their agents r employees has made any representations or warranties of any kind in connection ith any matter related to the condition, value, fitness or use of any of such properties. (b) Release. (i) Port. BF hereby waives, releases, acquits, and forever discharges Port to the maximum exte t permitted by law, of and from any claims, actions, causes of action, demands, rig s, liabilities, damages, losses, costs, expenses or 1oe711.00ocn51n405.OG 5 :5....-33 compensation whatsoever, direct or ind' ect, known or unknown, foreseen or unforeseen, that now exist or that may arise in the ture on account of or in any way growing out of or connected with the ownership, use 0 occupancy of the Port Parcels and the SDG&E and MTDB Parcels prior to the date the property in question is conveyed to BFG including, without limitation, the ph sical and environmental condition (including, without limitation an Environmental ondition) of the property and any structures or improvements located thereon. In connection with the foregoing release, BFG acknowledges and expressly waives y of its rights under California Civil Code section 1542, which provides as follows "A general release doe not extend to claims which the creditor does not know 0 suspect to exist in his favor at the time of executing the rei ase, which if known by him must have materially affected is settlement with the debtor." Notwithstanding the foregoing, the knowledgmem and release set forth in these Sections 3.3.2(a) and 3.3.2(b)(i) are no intended to, and shall not, release or discharge any duties, obligations, liabilities, repre entations or warranties of Port that are expressly set forth in this Agreement or the Port- FG Land Transfer Agreement, including, but not limited to, the provisions of Section 7 h reof (ii) Cit ! A en . BFG hereby waives, releases, acquits, and forever discharges City! Agency to the aximum extent permitted by law, of and from any claims, actions, causes of action, d mands, rights, liabilities, damages, losses, costs, expenses or compensation whatsoever, irect or indirect, known or unknown, foreseen or unforeseen, that now exist or that may arise in the future on account of or in any way growing out of or connected with the wnership, use or occupancy of the Agency and Rados Parcels and the vacated portion 0 Marina Parkway (and H Street to the extent any vacated portion thereof is acquired by FG) prior to the date the property in question is conveyed to BFG including, without Ii itation, the physical and environmental condition (including, without limitation an Envi onmental Condition) of the property and any structures or improvements located the eon. In connection with the foregoing release, BFG acknowledges and expressly wai s any of its rights under California Civil Code section 1542, which provides as follows "A general release does not extend to claims which the creditor does not know 0 suspect to exist in his favor at the time of executing the reI se, which if known by him must have materially affected is settlement with the debtor." Notwithstanding the foregoing, the a knowledgment and release set forth in these Sections 3.3.2(a) and 3.3.2(b)(ii) are no intended to, and shall not, release or discharge any duties, obligations, liabilities, repre ntations or warranties of City/Agency that are expressly set forth in this Agreement, r the Agency-BFG Land Transfer Agreement, including but not limited to, the provisio s of Section 7 hereof '0611'.OOOO'51T.2~.og 6 b'34' 3.4 Indemnities After Closing ate. 3.4.1 Port Indemnity. Port shall release, discharge, indemnify, defend and hold harmless BFG from all claims, liabilities, losses, costs, and expenses (including, without limitation, Environmental C sts resulting from an Environmental Release occurring after the Closing Date) resuh ng from the Port's ownership, use or occupancy of the BFG Property and the South C pus Leased Property on and after the Closing Date, Provided, however that, with respect to South Campus property that BFG continues to occupy after the Closing ate (pursuant to a Tidelands Use and Occupancy Permit and/or a Right of Entry P=it) during the Relocation Period, BFG shall release, discharge, indemnify, defend and hold armless Pon from all claims, liabilities, losses, costs, and expenses (including, withou limitation, Environmental Costs) resulting from the acts or omissions ofBFG after the losing Date and during the term of any Tidelands Use and Occupancy Permit and/or Righ of Entry Permit. 3.4.2 BFG Indemnity. (a) Port. BFG shal release, discharge, indemnify, defend and hold harmless Pon from all claims, liabilitie , losses, costs, and expenses (including, without limitation, Environmental Costs resulti from an Environmental Release occurring after the Closing Date) resulting from BFG' s ownership, use or occupancy of the Pan Parcels, the SDG&E Parcel and the MTDB Par e~ on and after the date the property in question is conveyed to BFG, Provided, how ver, that this release shall not include claims, liabilities, losses, costs, and expense (including, without limitation, Environmental Costs) resulting from the acts or omissi ns of Port after the Closing Date, and Port shall release, discharge, indemnify, defend a d hold harmless BFG from all claims, liabilities, losses, costs, and expenses (including, ithout limitation, Environmental Costs) resulting directly from such acts, (b) Agency. BFG sh 11 release, discharge, indemnify, defend and hold harmless Agency from all claims, lia ilities, losses, costs, and expenses (including, without limitation, Environmental C sts resulting from an Environmental Release occurring after the Closing Date) result ng from BFG's ownership, use or occupancy of the Agency and Rados Parcels and the aeated ponion of Marina Parkway (and H Street, to the extent any vacated portion there f is acquired by BFG) on and after the date the property in question is conveyed to B ; provided, however, that this release shall not include claims, liabilities, losses, co ,and expenses (including, without limitation, Environmental Costs) resulting from t acts or omissions of Agency after the Closing Date, and Agency shall release, disch ge, indemnify, defend and hold harmless BFG from all claims, liabilities, losses, co s, and expenses (including, without limitation, Environmental Costs) resulting directly om such acts, This release and indemnity shall also include the City but only with resp ct to the vacated ponion of Marina Parkway and H Street to the extent any vacated ponio ofH Street is acquired by BFG. 3.5 Environmental Matters. he responsibilities of the pon, City/Agency and BFG for the performance, management and co s of Environmental Matters and activities arising in connection with or concerning (a) th BFG Property shall be as set forth in 106711JJ000151724105.09 7 ~35 Sections 7.1,7.2,7.3,7.5 and 7.6; and (b) the Port Parcels and SDG&E, MTDB, Agency and Rados Parcels shall be as set forth in Section .1,7.4,7.5 and 7.6. To the extent of any conflict between Sections 3.\ through 3.4, on the 0 e hand, and Section 7, on the other hand, the provisions of Section 7 shall control. 3.6 Port-Agency Agreement. 3.6.1 Appropriation. P . or to or concurrent with Port's execution of this Agreement, Port shall appropriate and deposit into the Escrow Three Million Dollars ($3,000,000.00) as the Port's sole contri ution towards the following financial obligations of the City and/or the Agency (collecti ely, the "Transfer Activities"): (i) acquisition of the Rados Parcel, (ii) transfer of the A ency and Rados Parcels to BFG, (iii) delivery of title policies and endorsements for the gency and Rados Parcels as reasonably requested by BFG under the Agency-BFG T fer Agreement, (iv) preparation of Phase I and Phase II environmental reports for the ency and Rados Parcels, and (v) clearing and grading of the Agency and Rados Parcels and Environmental Costs related to Environmental Remediation Activitie on the Agency and Rados Parcels required pursuant to Sections 3.2.1(b), 3.2.2(b) d 74.2 hereof Port and City acknowledge that, of the Three Million Dollars ($3,000,0 0.00) deposited hereunder, (a) One Million Two Hundred Seventy One Thousand Nine undred and Fifty Two Dollars ($],271,952.00) is being deposited for the account of BF to be paid to Agency at Closing for the Agency Parcel; (b) One Million Fifty Two Thousand Four Hundred and Nine Dollars ($1,052,409.00) is being deposited fo the account of BFG to be paid to Agency at Closing for the Rados Parcel in the ev nt that, at Closing, Agency has assigned to BFG an Order of Possession of the Rados P ce] and rights to after-acquired title in the event of condemnation; and (c) the balance 0 the Three Million Dollars ($3,000,000.00), (Six Hundred Seventy Five Thousand Six Hundred Thirty Nine Dollars ($675,639.00)) is being deposited for the account of Age y (to be segregated and maintained in a separate, subescrow account denominated the "A ency Fund") to be applied toward the Agency's costs of the Transfer Activities, includi g, without limitation, any costs of acquisition of the Rados Parcel in excess of $1,052,4 9. The Agency's appraised value for the Rados Parcel is $972,400; the Agency shall b basing any Agency offers to acquire the Rados Parcel on such value. Notwithstanding any other provision of this Agreement, under no circumstances shall BFG or the Port b required to pay Agency any amount other than the amounts set forth in this Section 3. .1 for the Transfer Activities, and the Agency's obligation to perform the Transfer A ivities shall exist and continue irrespective of whether the amounts specified in this Section 3.6.] are sufficient to fund all of the Transfer Activities. 3.6.2 Funding. Prior t the Closing Date, Agency may seek from the Agency Fund advances for out-of-poc et costs to be incurred by the City and/or the Agency directly related to the Transfe Activities. As a condition to any advance, the Agency shall submit to the Port and the scrow holder a written request for funds (each, a "Funding Request') setting forth the d te of any out-of-pocket expense, the nature of the expense, any invoices supporting the expense, and any other information reasonably requested by the Port. All Funding It quests shall be reasonably approved by the Port within five (5) business days after recei t; provided that Agency may not submit Funding 1067'1,0000151nol,05.[Ji 8 5')~ Requests more frequently than four tim s per calendar month. Following Port's approval of a Funding Request, the escrow hold r shall promptly deliver funds from the Agency Fund to Agency in the amount of the pproved Funding Request. At the Closing, the escrow holder shall deliver to the Ag ncy the balance of the funds remaining in the Agency Fund. 3.6.3 Utilization of F nds. Agency may utilize funds in the Agency Fund for reasonable and necessary out- f-pocket expenses incurred directly in connection with or arising out of tlte Transfer Acti . ties, including, without limitation, fees for third party consultants and contractors; fund required for the acquisition or condemnation of the Rados Parcel; and closing costs itle insurance, escrow fees and transfer taxes) related to the transfer of the Agency an Rados Parcels to BFG. Agency may not utilize the funds for internal expenses relat to the Transfer Activities including, without limitation, general overhead; salaries r personnel expenses; fees paid to third party consultants if the services of such thi party consultants could have been reasonably provided by City or Agency; and pho ocopying, telephone and other office expenses. Agency shall maintain reasonable r cords of out-of-pocket expenses incurred in connection with the Transfer Activities. Any remaining funds in the Agency Fund at the Closing shall be delivered to the Agenc and may be used in Agency's sole discretion for any purpose whatsoever; provided, h ever, in the event that BFG elects to receive $1,052,409 in lieu of the Rados Parc pursuant to Section 3.2.2(c), tlten Port shall be reimbursed out of Escrow any remain' g funds in the Agency Fund after Agency has used such funds as are necessary to pe orm its remaining Transfer Activities obligations hereunder with respect to the Agency P rcel. 3.6.4 Repayment Obi gation. In the event tltat the Closing does not occur in accordance with this Ag ment, unless otherwise agreed by Port and City/Agency any and all advances mad by Port to the Agency shall be deemed to be a loan from the Port to the Agency, and hall bear interest at the rate of six percent (6%) per annum, from tlte date of tlte advanc until paid in full. Any and all advances shall be due and payable by the Agency to th Port within sixty (60) days after the scheduled Closing Date. Agency shall promptly nter into a promissory note or other evidence of such loan, upon the request of the Port in accordance with the terms and conditions set forth above and upon other commerciall reasonable terms as requested by the Port. 3.7 Other Pre Closing Obligat ons and Actions. 3.7.1 BFG Subleases. 'or to the Closing Date, Port shal1 notify BFG in writing of its decision whether to termi ate or leave in place the Sublease between BFG and Community Health Group of Cal fornia ("CHGC") dated June 6, 1994, and the Month-to-Month Sublease Agreement between BFG and Foster Properties ("Foster") dated July 24, 1998 (collectively the 'BFG Subleases"). Any rent received by BFG under the BFG Subleases after Janu I, 1999, shall be remitted to Port as of the Closing, and thereafter within 30 days f receipt by BFG. If Port elects to terminate one or both leases, BFG shall cooperate (at 0 cost to BFG) in effectuating such terminations, including giving 30 or 60 days' notice t CHGC and/or Foster, as applicable. 108711.??oo15172<<15.09 5/.Y1 9 3.7.2 BFG Grouad Lase with SDG&E. There is an existing ground lease between BFG and SDG&E co ering the SDG&E Parcel and other property formerly owned by SDG&E shown 0 Exhibit A (the "SDG&E Lease") to which the Port is successor to SDG&E in owners p of the subject property. The Port shall forgive all rent due under the SDG&E Lease fr m January 1, 1999, through the date such lease is tenninated. The SDG&E Lease shall b terminated in accordance with Section 4.6 of this Agreement. 3.7.3 BFG Lease Wit MTDB, There are eXIsting lease agreements between BFG and MTDB concerning portion of the MTDB Parcel and other property owned by MTDB as shown on Exhibit (the "MTDB Leases"). The Port shall assume responsibility for all rent due to MTDB om BFG under the MTDB Leases applicable to the South Campus from January I, 1999 through the Closing Date. 3.7.4 Vacation of Ma Da Parkway. The transfer of Port Parcel 2 to BFG will require the vacation of portio s of the public roads known as Marina Parkway and G Street. Prior to Closing, the City shal~ at its sole cost, process the vacation of the current alignment of Marina Parkway orth of the proposed H Street Extension, vacate G Street east of the Dew alignment of arina Parkway as shown on the Marina Parkway Boyle Study, and convey the underlyin property to the Port, whereupon the Port, in the exercise of its land use authority, shall eate separate legal parcels corresponding to Port Parcell and Port Parcel 2. The vacated sections of Marina Parkway and G Street shall be closed, and traffic diverted onto Sandpi er Way and G Street; provided, however, that in the event that, after Closing, the va ted section of Marina Parkway and G Street continue to be used for through traffi , Port shall lease to BFG, at no cost to BFG, equivalent property for use as parking nti! such time as the vacated sections of Marina Parkway and G Street are closed to ough traffic. The exact size, configuration and legal description of Port Parcell and ort Parcel 2 shall be determined in accordance with the final realignment plans for Marina Parkway, which shall be fiDalized in sufficient time to permit the convey ce to the Port as provided above. The final configuration of Port Parcel 2 is subjec to BFG's reasonable approval, and shall in no event be less than 3.3 net useable acres, nless a smaller parcel size is acceptable to BFG, in its sole discretion. In addition, the P rt, at its sole cost, shall grant City an easement for right-of-way over an area agreed to y Port and City as the likely final alignment of Marina Parkway from north of Sandpip Way to G Street. The parties shaJl cooperate to adjust the easement location to the eXle t required by the ultimate fmal Marina Parkway alignment. 3.7.5 Lot Line Adjust eots. Upon application by BFG, with the Port's full cooperation, City shall process Jot line adjustments/subdivisions necessary for the extension of H Street, the realignme t of G Street and Marina Parkway, and the conveyance of the Port Parcels and the G&E and MTDB Parcels to BFG. 3.7.6 Certificates of C mpliance. Upon BFG's request, City shall use its best efforts expeditiously to proc ss certificates of compliance pursuant to the California Subdivision Map Act confir . ng that the Port Parcels, the SDG&E Parcel, and 100111.0000151724D5.0& :5>)<[ o the MTDB Parcel constitute separate I gal parcels upon and after the transfers provided for herein. 3.8 Other Provisions. The L nd Transfer Agreements shall contain such other terms and conditions as are typically included in real property transfer agreements of a similar nature, subject to the terms of this Agreement. The applicable parties shall negotiate these terms in good faith; provided, however, that the matt rs of (a) the condition of title; (b) the condition of the property; (c) Environmental Matters; and ( ) the other mailers specifically described in this Agreement shall be incorporated into the d Transfer Agreements in accordance with the terms oflhis Agreement 3.9 Form of Deeds. The Tran fer Properties shall be conveyed by standard title company grant deeds, except for (i) the SDG E Parcel which shall be conveyed by quitclaim deed, (ii) the Rados Parcel which may be conv yed by assignment of an Order of Possession and rights to after-acquired title in the event of con emnation, and Oii) the MTDB Parcel which may, or may not, be conveyed by a grant deed d ending upon the method of its acquisition. In addition, the Rados Parcel and Agency P cel shall be transferred subject to the non- discrimination covenants required by Califomi Health and Safety Code Section 33446. Section 4. BFG RELOCA nON It is the intention of the partie that the relocation and consolidation of BFG's facilities and operations from the South Carnpu to the New Campus (the "BFG Relocation") be conducted in an orderly manner, as directe by BFG in its sole discretion, subject to the provisions of this Section 4. BFG shall be so ely responsible for the management of the BFG Relocation. 4.1 Relocation Period. : The eriod from January I, 1999 through January I, 2003, shall be referred to herein as the "Re ocation Period." As of the Closing Date and throughout the balance of the Relocation Perio ,BFG and the Port shall enter into (i) a Tidelands Use and Occupancy Permit ("TUOP'j With r pect to Building 45 and any other portion of the South Campus which is utilized exclusively r BFG's ongoing business purposes, and (ii) a nonexclusive Right of Entry Permit ("REP") ith respect to any portion of the South Campus which BFG no longer actively utilizes for 0 going business purposes. It is understood and agreed that as BFG concludes business activit es on portions of the South Campus during the Relocation Period, BFG will provide the Po with written notification of that fact, and the subject property shall be removed from the UOP, at which time BFG shall surrender its exclusive possessory rights to such portions f the South Campus in favor of nonexclusive possessory rights under the REP. At such time as BFG no longer requires nonexclusive possessory rights to portions of the South Ca pus under the REP, BFG shall provide the Port with written notification of that fact, and th REP shall terminate only as to those unused portions of the South Campus. Notwithstand ng the foregoing, any TUOP or REP for South Campus property shall terminate no later than e end of the Relocation Period. Under the terms and conditions of the TUOP, BFG shall be obli ated to pay one hundred fifty percent (150%) of fair market rental value for any property 0 the South Campus which BFG continues to exclusively occupy, actually or constructively, ollowing the expiration of the Relocation Period. Constructive occupancy shall mean any use r occupancy of a portion of the South Campus 106711.000015172405,09 I 5/J~ which has a material, adverse effect upon a larger area of the South Campus, such as the occupancy of a single building which material! , adversely impacts a viable development project which encompasses the occupied building. 4.2 H Street Extension.. The H Street Extension (including appropriate heavy vehicle and other access to and from the. H St eet Extension and the New Campus, with traffic signals, setbacks and related matters design to ensure conformity between the H Street Extension and the southern boundary of the N Campus) ("H Stred Extension'') as shown on Exhibit F hereto shall conform to the alignmen described as Alignment I, Profile C, in the Boyle Engineering Feasibility Study dated June. I, 1 7, (the "H Street Boyle Study"). Upon request by City, Port, at its sole cost, shall grant City a easement for right-of-way over the alignment for the H Street Extension reflected in the H Stre t Boyle Study. The H Street Extension shall be completed by Port at Port's sole cost. Upon ruest, BFG and City/Agency shall cooperate with Port concerning the planning of the H Stree Extension; provided, however, that no actions concerning the H Street Extension (inllludin , without limitation, changes in the land-use designations for the proposed H Street Exiensi n) or construction west of Bay Boulevard shall be commenced during the Relocation Period wit out BFG's prior written consent. City/Agency shall cooperate with the Port to provide for imely extension of H Street including, without limitation, (i) all aspects of design, planning, engineering and construction of H Street from Interstate 5 to Marina Parkway with appropri te setbacks and buffers; (ii) relocation of above and below ground utilities; and (iii) install tion of traffic signals, sidewalks and related improvements as may be reasonably necess to facilitate vehicle and pedestrian access along the fully developed Bayfront. Port shall 'Use i best efforts to complete the H Street Extension on or before the earlier to occur of (a) I?ece ber 31, 2009, or (b) the completion of Bayfront development projects that require the H Street Extension to address cumulative traffic impacts. If, for whatever reason, Port has insufficient fu ds to complete the H Street Extension in a timely manner, Port agrees to meet and confer with ity to develop a plan for expediting such project using alternative funding sources. Such fundin sources may include funds allocated by the Port for capital improvement projects as set forth in that certain Memorandum of Understanding between Port and City that was approved by Po on June 20, 1995. 4.3 Marina Parkway Reali nment. The realignment of Marina Parkway (including appropriate heavy vehicle and other ccess to and from Marina Parkway and the New Campus, with traffic signals, setbacks and relat d matters designed to ensure conformity between Marina Parkway and the western bound of the New Campus) ("Marina Parkway Realignment '') as shown on Exhibit G hereto esulting from the land transfer between the Port and BFG shall be in accordance with th Marina Parkway Realignment Study dated November 13, ]998 completed by Boyle Eng neering (the "Marina Parkway Boyle Study"). The Marina Parkway Realignment shall be co pleted by Port at Port's sole cost. ]n conjunction with the realignment of Marina Parkway, Pon d City shall have the right to "cap" and leave in place any and all utilities located beneath th current configuration of G Street and Marina Parkway. City and Agency shall cooperate .th Port to provide for timely realignment of Marina Parkway including, without Iimitati n, (i) assistance with creation of temporary easements and dedication of new streets in the I cation of the newly configured Marina Parkway; (ii) all aspects of design, planning, enginee ng and construction of Marina Parkway with appropriate setbacks and buffers; (iii) reloca on of above and below ground utilities; and (iv) installation of traffic signals, sidewalks a d related improvements as may be reasonably 106711.??oo1517:2405.09 2 5....-40 necessary to facilitate vehicle and pedestrian a cess (including heavy vehicle access to the New Campus) along the Bayfront. Port shall use ts best efforts to complete the Marina Parkway Realignment on or before the earlier to occur f (a) December 31, 2003, or (b) the completion date of Baytront development projects that re . re the Marina Parkway Realignment to address cumulative traffic impacts. The parties i;hall se their best efforts to ensure that the realigned Marina Parkway is contiguous with the west boundary of Port Parcel 2 (with appropriate setbacks and buffers). In the event that :the r aligned Marina Parkway is not thus contiguous, Port shall convey to BFG the land in-between t e western boundary of Port Parcel 2 and the final realigned Marina Parkway, an appropriat~ adju tment shall be made to the purchase price of Port Parcel 2 pursuant to Section 5.2, and the' prop rty thus conveyed shan be treated in all respects under this Agreement and the Related Agreem nts as if such property had been included in the conveyance of Port Parcel 2. 4.4 Relocation Schedule~ The parties shall agree upon a schedule ("Relocation Schedule") under which BFG will relocate i s operations and permanently vacate the South Campus which BFG. agrees to accomplish b no later than the expiration of the Relocation Period. Notwithstanding anything herein to the contrary, in the event of any disagreement between the parties concerning the complet on of the BFG Relocation or the Relocation Schedule (provided that BFG completes the B G Relocation by no later than the expiration of the Relocation Period), BFG's decision cancer ing the completion of the BFG Relocation or the Relocation Schedule shall be final and bil\ding pon the parties. Concurrently with the execution ofthis Agreement, BFG shall provide thl:! Port d City/Agency with BFG's current preliminary draft Relocation Schedule, which is proVided or discussion purposes only and which shall be updated periodically. It is anticipated tJ14t the elocation Schedule will be revised and updated on a periodic basis, with such updates being pr vided to the Port and City/ Agency for discussion purposes only. 4.4.1 Adjustmen~s to elocation Scbedule. BFG agrees to meet and confer with Port and City/Agency to e ectuate adjustments to the Relocation Schedule that are not adverse to BFG in the eve t that potential redevelopment opportunities for the property south of H Street arise ear ier than currently anticipated, including, without limitation, the vacating of specificiporti ns of the BFG Property in order to accommodate the Port's development objectives. Fu hennore, in the event Port elects to commence the H Street Extension during ~he elocation Period or Port and BFG agree to accommodate redevelopment or interi use opportunities on the South Campus during the Relocation Period, and such: acti 'ty causes a material adverse impact upon the Relocation Schedule, then Port shall p y to BFG its reasonable and actual incremental costs of accelerating the Reloqation Schedule to accommodate such construction activities including, without limitati , the additional cost of vacating buildings, relocating equipment, and storing :suppl es in advance of the initial time table set forth in the Relocation Schedule. Finally,'the location Period shall be extended for any failure of Port or the City/ Agency, folIpwin written notice from BFG that such failure is interfering with BFG's Relocation Act ities, to transfer property and/or provide access or utilities to the New Campus in: a ti ely fashion, and such failure prevents BFG from completing necessary Relocation Activi ies prior to the end of the Relocation Period. 1067".000015,n4CJ5051 ~4 \. 3 4.5 BFG Occupancy of South Campus During Relocation Period. Beginning January I, 1999, and throughout the Relopatio Period, except for BFG's payment of ground rent in the total amount of $50,000 to the Port for e year 1999 for the area currently ground leased for "Building 45," BFG shall incur no (or, i it does incur, shall be reimbursed by Port for) ground rent, building rent. possessory i~erest taxes and property taxes associated with BFG's use and occupancy of the land and impnjvem ts comprising the South Campus. BFG shall be responsible for costs incurred in connection ith its business operations on the South Campus during the Relocation Period, including ]~bor, aterials, and utility costs. The parties shall enter into, amend, and terminate such agreeme~ts (i eluding the Tidelands Use and Occupancy Permit and the Right of Entry Permit reference4 in ction 1.3) as may be necessary to appropriately implement the terms of this Agreement con erning the BFG Relocation and the Relocation ~~ . 4.6 Termination of Ob$gati ns Concerning the South Campus. BFG and Pan shall enter into such agreements as Jmay e necessary and appropriate to terminate BFG's occupancy and obligations concerning l\1at p nion of the South Campus not owned by BFG ("South Campus Leased Property''), e~ectiv not later than the completion of the Relocation Period, that are consistent with the terjns h reof These agreements shall include, without limitation, termination of tJ:le Pon Property A eements, termination of the SDG&E Lease, and termination of the MTDB Leases applicable to e South Campus. Section 5. , RELOCATION AND N~W C MPUS FINANCE ASSISTANCE r to the expiration of the Relocation Period, City e feasibility of relocating the "G Street Pump 4.7 Utilities and Services. Pri shall meet and confer with BFG to eXJ1lore Station" to a location off of the New can4>us. 5.1 Payments. In consi~erati n of the property transfers and BFG's relocation costs, the Port and BFG shall make the ~aym ts described in Exhibit D at Closing {"Transfer Payments'~. 5.2 Post-Closing Adjus~men s. The panies acknowledge that the Transfer Payments are, in part, based upon the ~stima ed size of the Transfer Properties as shown on Exhibit D and the contemplated configUl1ttion f H Street and Marina Parkway. Upon, or up to three (3) years after the Closing, fol1owin~ co letion of new or updated surveys, any party may submit a written request to adjust the Transfer Payments to account for any difference between the actual and estimated size of the Tr~nsfer Properties and/or configuration of H Street and Marina Parkway. Following receipt of aIj adju tment request, the affected parties shall promptly negotiate in good faith to make any nece~sary ash adjustment to the Transfer Payments Unless otherwise agreed by the affected parties,! the ash adjustment shall be based on the difference between the actual size of the subject prcjperty conveyed relative to its estimated size shown on Exhibit D. For example (for illustrative jpu'll ses only), the estimated size of Port Parcell, as shown on Exhibit D, is 9.99 acres, or 43S, 164 quare feet, and the purchase price of $3,481,312 is calculated based on a value of$8.DO !ler sq re foot (435,164 x $8.00 = $3,481,312). If the actual size ofPon Parcell as conveyed were .5 acres, or 413,820 square feet, unless BFG and the Port otherwise agreed, the purchase price ould be $3,310,560 (413,820 square feet x $8.00 1;-'41.. 106711.QIXms ":2405.09 4 ; ! = $3,3]0,560), and BFG would be en~itled a cash payment from the Port of $170,755 ($3,481,312 - $3,310,560 = $170,752). ! , 5.3 Reimbul'lIement Of~Uth ampus Property Tues, BFG shall (within 30 days of submission of an invoice therefo by FG) be reimbursed by the Port for any property taxes (including possessory interest t s) i curred by BFG concerning the South Campus attributable to tax years or portions there9f fall' g within the Relocation Period. 5.4 New Campus IndUS~'rial inancing Assistance. BFG currently expects to spend approximately $50 million in ca ital i vestment on the New Campus. its Board of Directors has authorized approximatel $45 million for capital expenditures on the New , Campus. In connection therewith, subjecf to terms and conditions set forth in this Section, in addition to the Transfer Payments to be ~ade y Port and BFG, Agency shall provide financing assistance to BFG with respect to indu~trial anufacturing facilities, and related offices and ancillary support facilities, and equipment ne ly developed, rehabilitated, or installed on the New Campus during the Relocation Perio~ (" Campus Industrial FilUl1lcing Assistance"). ; 5.4.1 Annual In~tall ents. The New Campus Industrial Financing Assistance shall be comprised of~ash ayments delivered to BFG in annual installments (each an "Instal/ment," collecti ely 'Installments"). Installments shall be due and payable on January ]5th of each ear b ginning with the first January 15th following the Closing Date (estimated to be Jan ary I .2000), and ending with January 15, 2025 (each an "Installment Payment Date'').1 Ag cy shall have no obligation to make Installment payments after January] 5,2025. ! I , 5.4.2 Relocation I Peri d Payments. Installments due and payable to BFG on Installment Payment Date beginning with January] 5, 2000, through January 15, 2003, respectively sh~lI be determined based upon property tax information derived from the immediately ptecedi g County fiscal year (July I through June 30) ("Fiscal Year''). The amount du~ and ayable shall be equal to the positive difference, if any, between (a) the amount of p~op taxes paid by BFG to all taxing agencies with respect to the New Campus for t~e im ediately preceding Fiscal Year; and (b) the sum of one percent (1%) of the Count~ As ssor's valuation of (i) real and personal property located on the New Campus as or the rst day after the Closing Date, plus two percent (2%) per year with respect to $ch r al property; (ii) South Campus equipment and facilities that have been relocated! to th New Campus as of June 30 of the immediately preceding Fiscal Year; and (iii) arjy rea property contemplated as being part of the New Campus by this Agreement that ps ac uired by BFG after the Closing Date by on or before June 30 of the immedia1jely p eceding Fiscal Year. For partial Fiscal Year ] 999/2000 the above calculations (shall e modified by multiplying each figure within the calculation by a fraction determi~ed b dividing the number of days within the period from the Closing Date to June 30,12000, by three hundred sixty-five (365). 5.4.3 post-Reloc~'on eriod Payments. Installments due and payable to BFG on Installment Payment ales beginning on January 15, 2004 through January 15, 2025 shall be equal to the ositi difference, if any, between (a) the amount of property taxes paid by BFG to air taxi g agencies with respect to the New Campus for 5 5--Lt~ 10&7'1,??oo15172405,08 , , Fiscal Year 2002/2003; and (b)f, t su of one percent (1%) of the County Assessor's valuation of (i) real and personal rop located on the New Campus as of the first day after the Closing Date plus two p cent (2%) per year with respect to such real property; (ii) South Campus equipment an facil ties that have been relocated to the new Campus as of June 30, 2003; and (iii) anJt real property contemplated as being part of the New Campus by this Agreement thatf's ac uired by BFG after the Closing Date by on or before June 30, 2003. Installme pa ents calculated under this Section 5.4.3 shall be subject to adjustments in accorda ce w h the terms and conditions of Sections 5.4.6 and 5.4.7, below. , ! , 5.4.4 Port Contn utio . In the event that property tax revenues actually received by the Agency from the ew ampus and South Campus, less amounts required to be set-aside and used for low and oderate income housing pursuant to California Health and Safety Code Section 3334 2 (the "Low Income Set-Aside") for any Fiscal Year commencing with Fisca] Y ar 19 9/2000 and ending with Fiscal Year 2009/2010 ("Combined Campus Available eve es") do not exceed the Agency property tax revenues actually received from eN Campus and South Campus for Fiscal Year 1998/1999 ("Combined Campus ase evenues") by an amount equal to or greater than the Installment payment due and paya Ie to BFG with respect to such Fiscal Year as determined under Section 5.4.2 d 5.4 3, above ("Installment Amount Due"), the Port agrees to loan to the Agency, up n Ag ncy request, an amount equal to the amount by which the Installment Amount1Due exceeds the positive difference between the Combined Campus Available Re nues for such Fiscal Year and the Combined Campus Base Revenues ("Port Loan"). gen 's obligation to pay to BFG any portion of an Installment Amount Due with re~pect 0 which the Agency has requested a Port Loan pursuant to the terms of this Secti9n sha I be contingent upon Port payment to the Agency of such Port Loan proceeds. ! 5.4.5 Port Loan :Repa ment. Port Loan amounts shall accrue interest annually at the Port's pooled inter6t readjusted quarterly from the date of payment to BFG of the relevant Installmenr-m unt Due, until repaid. The Agency shall be obligated to repay the Port Lo i a maximum of ten (10) annual installments commencing January 15, 2010, tbro h January 15, 2019. Agency's Port Loan repayment obligation in each ye sh II be an amount equal to the lesser of (a) the positive difference, if any, betwe1(i) t e Combined Campus Available Revenues for the preceding Fiscal Year, less Agenc ' s In tallment obligation to BFG with respect to such Fiscal Year, and Combined Ca us ency Base Revenues, and (b) twenty percent (20%) of the then-outstanding Po~ Lo balance. Notwithstanding the foregoing, in the event that during Fiscal Years ~999/ 000 through 2009/2010 the Agency incurs an "Accrued Surplus Balance" (deft ed in Section 5,4.6, below), regardless of whether or not such Accrued Surplus Balanc has een spent by the Agency, such amounts shall be deemed a credit balance "availabl "fo use for timely payments of annual installments on the Port Loan on up to 20% of th then-outstanding Port Loan balance, until the "credit balance" is exhausted. nle s otherwise approved by the Port, Combined Campus Available Revenues shall be us d to satisfY this Port Loan repayment obligation as a priority to all other uses or 0 ligat ODS, excluding, however, Agency obligations to pay debt service with respect to ~xisti g or refunded Bayfrontn'own Centre I Project 106711.ClOOO15172405_09 6 s--~~ I I Area tax allocation bonds and c~1 ifica es of participation. Any partial payments of the Pon Loan shall be credited first t ac ed interest and then to principal. In the event that the Port Loan is not fully repaid' ace dance with the terms of this Section with the last installment due on January 15, 2 19 Y remaining Port Loan balance shall be forgiven. At City! Agency's election, repai am unts shall be contributed towards the H Street Extension capital improvement "roje or another joint Port and City/ Agency project agreed to by the parties. i 5.4.6 Payments t~ BF Starting in Fiscal Year 201012011 Limited to Actual Receipts. If after sUbtrtcting any required Port Loan repayment required in accordance with Section 5.4.5, th rem ining Combined Campus Available Revenues for any Fisca] Year commencing wi Fis al Year 2010/2011 and ending with Fiscal Year 2023/2024 do not equal or exce~d C mbined Campus Agency Base Revenues by an amount equal to or greater than ~e I stallment Arnount Due, an amount equal to the amount by which the Installment I Arno nt Due exceeds the positive difference between the remaining Combined Campys Av ']able Revenues for such Fiscal Year and the Combined Campus Agency Ba$e R venues ("Deferred Obligation'') shall not be immediately due and payable, bu~ shall be paid, plus interest at the rate of six and three- fourths percent (6.75%) per an$m, ut of first available future Combined Campus Available Revenues. Future C01nbine Campus Available Revenues shall be used to repay the Deferred Obligations ip pri rity to all other uses or obligations, excluding, however, Agency obligations to tay d bt service with respect to existing or refunded BayfrontlTown Centre 1 Projec Ar a tax allocation bonds and certificates of participation, and Agency obligat ons repay the Port Loan pursuant to Section 5.4.5, above. Any partial payments of pefe ed Obligations shall be credited first to accrued interest and then to principal. In! the vent that any Deferred Obligations are not fully repaid pursuant to the terms of thjs Se ion with the last installment due and payable on January 15, 2025, any remainirjg D ferred Obligation amounts shall be forgiven. Notwithstanding the foregoing, np Ins ailment amount otherwise due shall be deferred hereunder in the event that therq are urplus Combined Campus Available Revenues, from previous Fiscal Years whi chi were not required to be used by Agency for purposes of making previous Installment p,yme ts to BFG under Sections 5.4.2 and 5.4.3, above, or Port Loan payments under ~ectio 5.4.5, above (collectively, "Accl"Iled Surplus Balance"). Rather, regardless of !Nhet r or not such Accrued Surplus Balance has been spent by the Agency, such amourfs sh I be deemed a credit balance "available" for use for timely payments of Installmclnts e to BFG, until the credit balance, if any, is exhausted. ! 5.4.7 Adjustment; and Maximum Payment. Ifin any Fiscal Year from 2005/2006 through 2023/2024 wi h res ect to which an Installment payment is due and payable, Agency Property Tax R venu s from the New Campus fall below an amount equal to Agency Property Tax eve ues in Fiscal Year 2004/2005 from the New Campus, then the Installment amo nt ot erwise due and payable to BFG shall be reduced by an amount equal to the POSitividiffe ence between Agency Property Tax Revenues in Fiscal Year 2004/2005 and the a. ount of Agency Property Tax Revenues received for such Fiscal Year The parties agt-ee t the maximum Installment Payment calculated under Section 5.4.3 shall not exFeed amount calculated based upon a maximum I 108711.000015172"405.09 7 5--46" . i taxable investment in industrial I fa uring facilities, and related offices and ancillary support facilities, and equiPmen~IY developed, rehabilitated, or installed on the New Campus during the Relocation P~iOd $55 million ("Maximum Taxable Investment"). The Agency's current estimate fi r th maximum Installment Amount based upon the Maximum Taxable Investment is 459, 00 5.4.8 In General.; For purposes of Sections 5.4.1 through 5.4.7, above, "property taxes" shall include fi e 0 ership and possessory interest taxes assessed against real and personal prop rty, but shall exclude any special taxes, special assessments or fees which !Dig app ar on BFG's property tax bill. Property tax information required for calcula!" ns reunder shall be derived to the extent possible from the County Assessor Audi or, appropriate. In the event that all of the tax information necessary for the dete 'na 'on of an Installment amount in any given Fiscal Year, or for any other determinat on r uired under this Section 5.4, is not available in time to allow for the timely ca1cu ation and payment of such Installment by the relevant Installment Payment Date, any p~yme due shall be made based on the then available information, subject to modificaticjn on all relevant tax information is obtained. 5.4.9 Special In emn ty. In consideration of Agency provision of financing assistance under this S ction 5, BFG agrees to release, discharge, indemnify, defend and hold harmless Agenc fro all claims, liabilities, losses, costs and expenses (including without limitation Env' onm ntal Costs) arising out of Agency's provision of financial assistance under this Se ion . In consideration of the Port Loan pursuant to Section 5.4.4, BFG agrees to rei ase, ischarge, indemnity, defend and hold harmless Port from all claims, liabilities, lqsses, osts and expenses (including without limitation Environmental Costs) arising out cjfthe ort Loan. i i i Section 6. NEW CAMPUS AND SOUTr C PUS DEVELOPMENT 6.1 Development Agree eot. The City/Agency aod BFG shall negotiate and process for City Councill Agency Bo rd onsideration a development agreement (the "De1'elopment Agreement") governing se a d development of the property comprising the New Campus as authorized by the velo ment Agreement Statute. The Development Agreement shall address such issues as I nd e rights and obligations, infrastructure matters, public financing, environmental issues, revel pment and related matters, and, in keeping with the above objectives, shall contain in subs antia Iy similar form the provisions set forth below. i 6.1.1 Permitted qses. Provided that BFG is not in default under this Agreement or the Development AWee ent (excepting minor or inconsequential matters not affecting the substance of the agr ements), and subject to the terms and conditions set forth below, BFG shall have e v sted right to implement all Permitted Uses and operations on the New Campus hat e consistent with the Rules, Regulations and Official Policies existing as of the ffect ve date (the "De1'elopment Agreement Effective Date'') of the Development Agre ment (the "Existing Rules, Regulations and Official Policies''). 6.....-4\e "J6711,00D015172-405.0& 8 6.1.2 Subsequent App vals. In connection with the Relocation and any New Campus development, BFG hall e obligated to obtain any and all permits required under the Existing Rules, Regul ions and Official Policies. City/Agency shall use its best efforts promptly to proces and implement all additional "Project Approvals" reasonably necessary to impleme t tbe FG Relocation to tbe New Campus and to fulfill the goals, objectives, policies an plan shown and described in this Agreement and the Development Agreement ("Sub eque t Approvals") consistent with Existing Rules. Regulations and Official Policies Cit IAgency shall cooperate and diligently work to process to completion any Sub uent Approvals (including any and all initial studies and environmental assessments d an lyses (if any) required under CEQA) which are required by law in connection ith e BFG Relocation and implementation of the Permitted Uses on the New Carn us. uch cooperation shall include. without limitation: a) Scheduling, convening and co cludi g all required public hearings; and b) Processing in an expeditious manner and n ac ordance with Existing Rules, Regulations and Official Policies all applications f< r Su sequent Approvals. The City/Agency shall retain its discretionary authority as Su sequent Approvals, provided, however, such approvals shall be regulated by th Exis ing Rules, Regulations and Official Policies. 6.1.3 Applicatio of ubsequently Enacted Rules, Regulations and Official Policies. Rules, Regula ons d Official Policies enacted or modified after the Development Agreement Effecti e Da e ("New Rules") shall be applicable to the New Campus only insofar as they do not mEct with the Existing Rules, Regulations and Official Policies, and only if th ir ap lication will not materially modify, prevent or impede the Permitted Uses or imp ir an ofthe rights granted BFG under this Agreement or the Development Agreement. y ch New Rules that materially limit or restrict the rate or timing of development on he N w Campus shall be presumed to conflict with the Existing Rules, Regulations and flici Policies. Provided, however, that this shall not preclude the application to the N w C pus of such subsequently enacted New Rules as are (a) specifically mandated d re uired by changes in state or federal laws or regulations adopted after the Effe ive ate of the Development Agreement as provided in Government Code Section 658 9.5; ) specifically mandated and required by a court of competent jurisdiction; or (c) requi ed as a result of facts, events or circumstances presently unknown or unforesee Ie t at would have a material adverse impact on the health or safety of the surroundin com unity. 6.1.4 Other Go rnm ntal Permits, Approvals and Services, BFG shall apply in a timely manner fi r sue nther permits and approvals as may be required by other governmental or quas -gov mental agencies having jurisdiction over the implementation of any aspect of he P rmitted Uses on, or provision of services to, the New Campus (including, without limit ion, districts and special districts providing flood control, sewer, water and/or fir prot . on and agencies having jurisdiction over air quality, solid wastes, and hazard us w stes and materials). City/Agency shall cooperate with BFG in its efforts to obtain ch p rmits and approvals and Cityl Agency shall use its best efforts to work with other g vern ental and quasi-governmental agencies so as to limit to the extent possible the' pesi ion of additional conditions, fees, dedications or exactions by or through suc~ age cies; provided, however, in no event shall City/Agency's obligations hereun~er r uire City/Agency to incur out-of-pocket costs. I i 10671100C0'15172405 09 29 6--- 4 '\ 6.1.5 Adjacen La d Uses. City/Agency acknowledges that implementation and operation of he P rmitted Uses on the New Campus will result in noise, light, vibration and oth e ects normally associated with industrial and manufacturing activities of the type carried out by BFG ("Industrial Impacts'l Cityl Agency shall consider such imp cts when processing permits for the following operations (the "Sensitive Rec tors on property adjacent to the New Campus: residential projects, schools, hos itals, convalescent homes, hospices, retirement homes and daycare centers. 6.1.6 Infrastruct re, ees and Enctions. Cityl Agency shall use best efforts to minimize or eliminat any Cityl Agency imposed public fees, dedications, exactions or costs (including, wi out Ii itation., development fees, infrastructure fees, or processing fees) that could be i curr by BFG in connection with relocation of its operations or additional develop ent f the New Campus in accordance with Existing Rules, Regulations and Official Poli ies or that would otherwise result from such relocation, consolidation, and the nstall tion of relocation and consolidation-related New Campus improvements. I I 6.1.7 Prior City previous commitments related concerning the improvement cost of Lagoon Drive. om itments. City acknowledges and reaffirms all re' bursements or credits due to BFG by City preY ously incurred by BFG for the northern one-half 6.1.8 Term. T te of the Development Agreement shall expire twenty (20) years after the Develo men Agreement Effective Date. 6.2 BFG Obligations. I con ideration of Cityl Agency agreements under this Agreement, BFG agrees as follows: 6.2.1 Rados/Agen Pa cels Use and Development. (a) Tempora Use or Parking and Open Storage. BFG shall not be prevented by the Cityl Agenc fro utilizing the Rados and Agency Parcels for parking and the Agency Parcel fi r op n storage for a period of six (6) years after the Effective Date of this Agreement (the 'Interim Use Period'). However, BFG shall be required to obtain all appropriate perm ts from the Cityl Agency in order to allow open storage and parking on the Ag ncy arcel and parking on the Rados Parcel, and Cityl Agency retains the right to i pos reasonable conditions on such uses. During the Interim Use Period, BFG agrees 0 us its best efforts (a) to minimize and screen open storage of equipment and materia , an (b) not to use the perimeter of the New Campus for open storage. BFG agrees no to u e the Rados Parcel for open storage at any time and acknowledges and agrees that such se shall not be permitted. (b) City Ease ent r Enbanced Landscaping and Entry Feature at Nortbeast Comer of Rados Pare . Prior to the Closing, City/Agency shall be granted an easement over a po ion f the Rados Parcel as identified on Exhibit H attached hereto ("Easement Are "). he easement shall be for the installation and 108711.000015172405.09 o c." ~ r I I i maintenance of a Bayfront Red~loP ent Project Area "entry statement" which may include enhanced landscaping, ter eatures, statuary, monument signs andlor other quality architectural features (En Statemenf'). City/Agency shall bear the construction and maintenance c sts f the Entry Statement. Prior to City/Agency installation of an Entry Statemen ,BF shall bear all costs related to improvements or maintenance of the Easement Ar . I the event that a BFG Development Project or City/Agency proposal for an En St tement requires an adjustment to the Easement Area, the parties agree to meet and nfer with the goal of developing a mutually agreeable adjustment that woul reas nably accommodate each party's development needs. (c) Agency 0 tion 0 Reaquire Rados. In the event that by the end of the Interim Use Period, BFG has ot committed to the development of the Rados Parcel into a permanent use hat i integrated with an industrial andlor office development project on the Ne C pus, Agency shall have the option ("Rados Option '') to reacquire the Rados P cel n the terms and conditions set forth below: (I ) Pur hase rice, The Rados Opt on purchase price ("Rados Option Purchase Price'') sh 11 b the sum of (1) $1,052,409, (the "Original Purchase 'ce'; (2) six percent (6%) of the Original Purchase Price multi lied y the number of years BFG owns the Rados Parcel prio to ency exercise of the Rados Option; and (3) the County's t en m st recent appraised value of any improvements installed on the dos Parcel. (2) 0 t n T m, If the Rad s Op 'on is triggered (as provided above), the Rados Option (" ados Option Term'') shall commence upon the expiration f the Interim Use Period and shall expire on the date falling five (5) ears thereafter. Notwithstanding the foregoing, the Rados io shall terminate prior to the expiration of the Rados Opti n T in the event that (i) BFG requests in writing that the Ag ncy urchase the Rados Parcel for the Rados Purchase Price and t e Ag ncy fails to exercise the Rados Option pursuant to Section ,2,1( )(3) within sixty (60) days after such request; or (ii) during he os Option Term, Agency approves an Owner Participatio Agr ment for the development of the Rados Parcel. (3) Agency sh I ex cise its option rights hereunder by notifying BFG in writing f its intent to do so ("Option Notice''), The parties shall then teet d confer to prepare all necessary conveyance documents I" te s consistent with the terms hereof The Rados I ,oe;711,OOOO15172405,Oi 1 5-~~ Parcel shal be t ansferred in its then "as-is" condition. Agency shall bear II s dard escrow costs. The transfer shall occur within nin y (9 ) days after the date of the Option Notice. The Rados Op on P rchase Price shall be paid in cash at close of escrow. (4) Ret tion ofRi hts. Notwithst ding the foregoing, BFG shall retain the right to convey the Rad s Parcel to a third party at any time; provided, however, t at th Rados Option to reacquire, unless previously tenninated, shall n with the land and be binding upon such third party. In ditio City/Agency shall retain the right to reacquire the Rados at any time pursuant to its powers of eminent domain. 6.2.2 No Challen es; ooperation. BFG shall not oppose, challenge or seek conditions or mitigation m asure in connection with land use permits and other approvals necessary for devel pme t of projects proposed within the Bayfront Redevelopment Project Area con isten with, or less impactive than, the Existing Rules, Regulations and Official Policies appli ble thereto. In addition, BFG shall reasonably cooperate with City/Agency in it pro essing, approval and implementation of adjacent developments to the extent neces ry a d reasonable to encourage land use, infrastructure and traffic compatibility. Notwit stan ing the foregoing, BFG shall reserve the right to oppose, challenge or seek condi ions or mitigation measures in connection with any project or activity that has a ma . ai, adverse impact on the uses or operations of the New Campus; provided, howeve , that this shall not include a right to challenge based upon market competition. 6.2.3 New aster Plan. BFG agrees to submit to the City/Agency a master plan for th Ne Campus showing vertical improvements prior to processing permits for such impro erne ts. 6.3 Port Cooperation, Itho gh Port will not be a party to the Development Agreement, where such cooperation is r ason bly necessary, Port agrees to cooperate in good faith (at no additional cost to the Port) with BFG and City during the Relocation Period to implement the provisions of the Develop ent greement. 6.3.1 Port Jurisd ctio and Control Over Land Uses. The Port shall use reasonable efforts to avoid ap rovi g or facilitating Sensitive Receptors on the South Campus. 6.3.2 No Challen es. ort acknowledges that, in order to continue the same Permitted Uses on the Ne Ca pus as it previously engaged in on the South Campus, BFG may be required obt 'n certain land use permits and other approvals from City or other agencies. Duri g th term ofthe Development Agreement specified in Section 6.1.8, Port shall not oppo e, ch lIenge or seek conditions or mitigation measures 108711.??oo15,72405,09 2 5-' :5 't) , i in connection with any such I d permits and other approvals necessary for implementation of such Permit U s on the New Campus; provided, however that such limitation shall not apply 0 di erent or expanded uses on the New Campus; provided, further that such limita ion s II not apply to Port's discretionary authority as lead agency or otherwise in pur urng EQA compliance. Similarly, during the same period, BFG shall not oppose, calle e or seek conditions or mitigation measures in connection with annexation of e B G Property into the Port's Master Plan, or in connection with land use permits and ther approvals necessary for development of the South Campus consistent with th Po's Master Plan, including industrial, commercial, hotel, waterfront, open space and ecr . anal uses. 6.4 Development. Port and City/ gen y Agreements Regarding South Campus 6.4.1 In General Po and City/Agency agree that one of the primary purposes of this Agreement is to acilit te the redevelopment of the South Campus to its highest and best use in a manne co istent with the Port's "Industrial Business Park" land use designatioD- Towards at en , subject to the restrictions contained in Sections 4,6 and 7 of this Agreement, Po . Cit and Agency agree to work together to encourage the redevelopment of the South amp s and to limit uses of the existing South Campus improvements beyond the Reloca ion P riod to short term interim uses. 6.4.2 Master P n A endment. Port agrees to expeditiously process and present for Port Board appr val a Master Plan Amendment for the South Campus which imposes the Port's exist ng "ndustrial Business Park" land use designation thereon. Port staff agrees to exer ise b st efforts to complete the process by no later than May I, 2001. 6.4.3 RFP Pruee. and Pruject Approval. Prior to issuance of a Request for Proposal ("RFP") with respect the outh Campus, Port staff shall meet and confer with City/Agency staff in order to d elop RFP for the South Campus and the Bayfront generally to be issued by the Port i soli iting developer interest in the South Campus. Port agrees to expeditiously issue su RF and diligently process responsive development proposals obtained with respect th reto. In addition, Port staff shall meet and confer with City/Agency staff to discuss mutu goal and concerns prior to Port staffs recommending to the Board of Port Commissioners appr val of a specific project or projects for the South Campus. At City/Agency reques Port shall also schedule with the City Council/Agency Board joint public hearings 0 any proposed project for purposes of considering City/Council/Agency Board and publi input on such project Notwithstanding the foregoing, the Port shall reserve, t the aximum extent permitted by law, sole discretionary land use approval over South C us de elopment. 6.5 Covered Areas. Th two 2) blacked-out areas marked on the map attached as Exhibit E are the "Covered Areas." Aft r completion of the site characterization to be conducted for the South Campus, and pr or to Closing, the Port and BFG shall meet and confer to consider mutually agreeable revisions if an ) to the Covered Areas. The Covered Areas shall be incorporated into any RFP(s) for the outh ampus and the Bayfront issued by the Port to the extent such RFP(s) may affect one (or mire) 0 the Covered Areas. The RFP(s) will be prepared I '06711,0000'5172405,09 ., 33 ~5\ in a manner to encourage developers av id any penetration of existing soils within the Covered Areas by either: (i) avoiding d elop ent in Covered Areas; or (ii) developing above- ground Structures within the Covered eas bich do not involve any penetration of the soils, including, without limitation, buildings with slab-on-grade foundations, roads, sidewalks or parking areas. Port shall meet and confe with developers to consider appropriate modifications to any Development Plan, or portions th eof, avoid penetration of the soil within the Covered Areas, and Port shall advise BFG of y d velopment constraints which may require soil penetration within any Covered Areas. olio ing the submittal of the above-referenced RFP(s) and Port's reasonable attempts to modi any Development Plan (following meetings with the developer and consulting with BFG) to void soil penetration within any Covered Area, to the extent that the avoidance of soil penet ion i or under the Covered Areas causes a material, adverse impact on the Development Plan or th financing of such Development Plan, then South Campus Environmental Costs associated with necessary Environmental Remediation Activities within the Covered Areas shall be al ocat pursuant to Sections 7.2.1 and 7.2.2, below. Notwithstanding the foregoing, nothin her in shall preclude installation of below-ground utilities in connection with development with. Covered Areas of above-ground structures that do not involve penetration of the soils, d an South Campus Environmental Costs associated with Environmental Remediation Activ'ies ising out of such installation of below-ground utilities shall be allocated pursuant to Se ions .2.1 and 7.2.2, below. Section 7. ENVIRONMENTAL EMENT Redevelopment of the B yfro t may require investigation, management and remediation of environmental conditio s. errns and conditions concerning environmental investigation, management, remediation d co t responsibility are set out below. 7.1 General Principles. 7.].1 Cooperatio . T e parties recognize the paramount importance of maintammg a cooperative relat onshi to achieve effective implementation of the environmental management prov sions of this Section 7. To this end, the parties will maintain regular, periodic com unic tions among those involved in implementing Section 7. Regular meetings will be hid. The parties will meet and confer in order to develop mutually agreeable posi ions 0 present to agencies and other third parties in implementing this Agreement. I plem nting measures to help assure the maintenance of this cooperative relationship are stout n Section 7.5 below. 7.1.2 Developme to' ectives. The Port desires to provide for timely development of the South Camp san, to that end, the parties agree that development activities may commence during he R location Period, provided that such activities do not interfere with BFG operatio and relocation activities. If Port and BFG agree in advance to such development a ivitie, and if such activities adversely affect BFG's operations or relocation activities, Port hall compensate BFG for such adverse effects. 7.1.3 Risk-Bas Sta danls. The parties agree that Environmental Remediation Activities implemen ed p rsuant to this Agreement shall be based on risk- based decisionmaking and shall ilize he most cost-effective, risk-based, industrial use 106711.00001517'240509 4 r!Y':5 1--.. remediation standards and techni es p ssible to implement Environmental Remediation Activities. 7.1.4 Environme tal bjectives. The parties agree that Environmental Remediation Activities will be esign d to facilitate development consistent with the Port's Master Plan utilizing risk-b sed s andards. more particularly described in Sections 7.2 and 7.3 below, ental Costs to remediate South Campus Environmental Conditions in order to implement Port first-time post-Closing Development Plans under this A ree ent are shared costs, the a1]ocation of which is described in Section 7.2.2 below. 7.1.6 Manifests. y azardous waste manifest required to be executed by any party in relation to Enviro ment 1 Remediation Activities on the South Campus or on the New Campus shall be exe ted y the party or parties responsible for causing the Environmental Condition, rath t the party or parties responsible for the Environmental Costs or environ ental anagement with respect to such Environmental Condition. If, after a diligent atte pt t do so, the party or parties responsible for causing the Environmental Condition ca not e identified, BFG shall execute the pertinent hazardous waste manifest. No ing n this Section 7.1.6 shall alter or amend any provisions of this Agreement reg ding Ilocation of Environmental Costs. 7.1.7 Manage Whenever this Agreement provides that Remediation Activities are to b und aken pursuant to joint decision making, such Remediation Activities shall be e ectu ted according to the joint decisions of BFG and the Port, irrespective of which arty as current management responsibility for such Remediation Activities. 7.1.8 No Waiver. rights or remedies pursuant to CO Conditions in, on, or under prope Noth ng in this Agreement shall constitute a waiver of act r applicable laws with respect to Environmental y oth r than the New Campus or South Campus. 7.2 Allocation of Enviro men I Costs: South Campus. 7.2.1 General. E ecti e as of the date of this Agreement, and subject to the conditions set out in Section 7.2. through 7.2,]4 below, BFG and the Port shall share, in the manner described n Se tion 7.2.2 below, all costs, fees, out-of-pocket expenses, losses, liabilities an da ages (collectively, "Costs") resulting from, concerning, or arising out of or i conn ction with: (i) "Environmental Conditions" in, on, from or under the South Ca us (i eluding, without limitation, the buildings on the South Campus) regardless of 0 'gin ithin the South Campus or outside the South Campus (collectively, "s uth Campus Environmental Conditions'), (ii) "Environmental Releases" i , 0 from or under the South Campus (including, without limitation, the buildings on e South Campus) (collectively "South Campus Environmental Releases'), (iii) " nvi nmental Remedia1ion Activities" in, on, around, from or under the South Camp s (in luding, without limitation, the buildings on the 106711.000015172~_09 5 5--1;3 " South Campus) (collectively "So th C. lJ'us Environmental Remediation Activitie.{''), or (iv) IlEnvirollmentaf Qaims" res ing from. concerning. or arising out of or in connection with South Campus viron ental Conditions, South Campus Environmental Releases or South Campus Envir rune tal Remediation Activities (collectively, "South Campus Environmental aaims' . Th Costs resulting from, concerning or arising out of or in connection with South C us Environmental Conditions, South Campus Environmental Releases, South Cam us Environmental Remediation Activities and South Campus Environmental CI . ms a e defined to be "South Campus Environmental Costs." The costs of technical co sulta ts and legal counsel selected jointly by BFG and the Pon pursuant to Section 7.3.1(b) b low shall be allocated pursuant to Section 7.2.2 below. 7.2.2 Allocation. The llocation of South Campus Environmental Costs is as follows: (a) For South amp s Environmental Costs from $0 to $3 million, BFG is liable for 50 percent of s ch C sts and the Port is liable for 50 percent of such Costs. (b)' For South $3 million to $4 million, BFG is I able for 60 percent of such Costs. us Environmental Costs from greater than or 40 percent of such Costs and the Port is liable (c) For South amp s Environmental Costs greater than $4 million to $5 million, BFG is liable for 30 p rcent of such costs and the Port is liable for 70 percent of such Costs. (d) For South amp s Environmental Costs greater than $5 million, BFG is liable for 100 percent of s ch C sts. BFG shall be responsible for mai so that this allocation can be e photocopy such records during no BFG. ami records of South Campus Environmental Costs ectu ted Pon shall have the right to revi ew and al usiness hours, upon reasonable advance notice to 7.2.3 Costs Aft Tra sfer. After transfer of ownership of the BFG Propeny to the Port, BFG shall n t be I able for, and the Port shall be solely responsible for, any South Campus Environm ntal osts which result from, concern, or arise out of or in connection with South Ca pus nvironmental Conditions that occur after such transfer, whether as a result of a ions by Pon, by subsequent owners or operators of South Campus or by any third p ; p ovid ed, however, that subject to Section 7.2.14, BFG shall remain solely respons ble fi r any South Campus Environmental Costs that result from, concern, or arise out for n connection with South Campus Environmental Conditions that occur in whole 0 in p as a result of BFG's activities, but only to the extent of such BFG activities, fier ch transfer and until BFG vacates the South Campus or the portion thereof to hich uch costs pertain. l0e711.000015172405D9 6 6-<51 ., 7.2.4 Costs Asso iated With Importation of Dredged Material. BFG shall Dot be responsible for Sout earn us Environmental Costs resulting from or arising out of or in connection with imp alio of dredged or fill material containing Hazardous Substances by or at the direction of an party other than BFG whether such importation occurs prior to or subsequent to t e ex tion of this Agreement. 7.2.5 Costs Asso iate With Dredging. Dredging by the Port in San Diego Bay and in the Chula Vist Yac t Harbor shall not result in any obligations under this Agreement. If Port dredging activi ies cause a water channel to be cut into the South Campus, the New Campus, or an oth Bayfront propeny or cause a material change in the shoreline, the Port shall be s lely sponsible for any South Campus Environmental Costs that result from such wa r ch nel or shoreline dredging. If any other Port dredging activities on the South amp s, New Campus, or any other Bayfront property result in South Campus Enviro enta Costs due to changes in groundwater flow or to the shoreline beneatb or adja ent 0 the South Campus, these South Campus Environmental Costs shall be a locat pursuant to Sections 7.2.1 and 7.2.2 above. Digging or trenching in connecti n wit installation of underground utilities shall not be construed as dredging, and shallot co stitute an Environmental Release for which City, Port or BFG may be liable with espe to any impact upon soils or groundwater. Any South Campus Environmental Co ts ca sed by digging or trenching on the South Campus by City or Port in connection wi inst lation of underground utilities shall be allocated pursuant to Section 7.2.1 and Se ion 7. .2 above. 7.2.6 Costs Ass ciate With Irrigation and Ponds. The Port will require any South Campus dev loper to meet and confer with BFG concerning any planned irrigation activities an or onds on South Campus and to consider any comments BFG may have conce ing s ch activities or ponds. After such meeting: (a) with resp to d veloper irrigation activities, if BFG and the Port determine that reasonable prote ve m sures should be undertaken to address potential impacts to soils or groundwat or to South Campus Environmental Remediation Activities, the developer will be requ red to install those protective measures and the costs of those protective measure will be allocated pursuant to Sections 7.2.1 and 7.2.2 above; (b) with respe to p nds, the developer will be required to install lined ponds and BFG shall bear no resp nsib lity for the costs of such liners; (c) provided, owe er, tbat developer will not be precluded from implementing a reasonable indus st ndard irrigation plan for the South Campus and this Southern California Region. 7.2.7 Costs Asso iat With Grading. If any grading activities cause South Campus Environmental C sts, ese costs will be allocated pursuant to Sections 7.2.1 and 7.2.2 above; provided, owe er, if the Port conducts grading activities without consultation with and receiving .u approval by BFG within thirty (30) days (which approval shall not be unreasona ly thheld) and these grading activities cause South 106711.00001517'2<<l5.lXl 37 c--:76 Campus Environmental Costs, th n th Port shall be solely responsible for such South Campus Environmental Costs. 7.2.8 Costs in E cess f Industrial Use Standards. In no event shall BFG be responsible for any Sou h Ca pus Environmental Costs that exceed the costs required to perform South Cam us E vironmental Remediation Activities to achieve Industrial Use Standards for the S uth ampus and the Port shall bear and be responsible for the incremental South Ca pus nvironmental Costs of such South Campus Environmental Remediation Acti .ties i excess ofIndustrial Use Standards. ith Underground Storage Tanks Costs. Any Environmental Costs incurred for he c sure and removal of underground storage tanks. and their associated piping and di pens rs, that are subject to regulation pursuant to Ca!. Health & Safety Code 9 252 et seq. ("Underground Storage of Hazardous Substances") and 23 Ca!. C de egs. 992610 et seq. ("Underground Tank Regulations'') (hereafter "Under oun Storage Tanks") located on the South Campus shall be considered South C pus vironmental Costs subject to allocation in accordance with Sections 7.2.] d 7.22 above. The parties agree that if Underground Storage Tanks exist on the Sout Cam us that qualify under the Underground Storage Tank Cleanup Fund established pst to Health & Safety Code 99 25299.10 et seq., then the Port and BFG shall subm" and oindy pursue the processing of the application(s) to the State Water Resources Con rol B ard and the costs of preparing and pursuing this application (or applications) shall be eq ally shared by BFG and the Port. The Port and BFG shall submit applications any similar fund established by a public agency or governmental body for remedia( n, c osure and/or removal of Underground Storage Tanks, and the costs of preparing d p rsuing these applications shall be equally shared by BFG and the Port. Any reim se ent received by either BFG or the Port from the Underground Storage Tank Fun and any similar funds established for remediation, closure and/or removal of Under ound Storage Tanks will be paid to BFG and the Port in proportion to their respective s ares f such expenses pursuant to Sections 7.2.1 and 7.2.2 above. 7.2.10 Costs Asso iated With Demolition. The Port shall be responsible for the dismantling, demolitio and removal (collectively "Demolition") of any structures (excluding Undergroun Stor ge Tanks) and all associated materials (including without limitation asbestos, lead- ased paint, and light ballasts) located on the South Campus, including the Demolitio of, ithout limitation, buildings, pads, foundations, parking lots, roads, sewers, sto se ers, utility trenches, and fences (collectively "Strucrures"); provided, however, if an South Campus Structures are contaminated with materials other than asbestos, lea -base paint, andlor light ballasts, the Port shall meet and confer with BFG concemi th handling and disposal of such contaminated StructUres and any increased D moli . on costs associated with those contaminated materials shall be allocated pursua t to ections 7.2. I and 7.2.2 above. 7.2.11 Costs Ass ciate with Groundwater Monitoring. If the Port becomes responsible for the mana erne t of groundwater monitoring in wells located onethe South Campus pursuant to Se tion .3. ](a)(I), the Environmental Costs required to 106711.000015172405.09 8 6<5\t , i perform the sampling, testing, d re orting activities described in Section 7.3.1 (a)(I) shall be allocated pursuant to Sec' ons .2.1 and 7.2.2 above. 7.2.12 Costs nod ted With Construction Dewatering. Any increased South Campus Enviro men I Costs associated with temporary construction dewatering activities shall be all cate pursuant to Sections 7.2.] and 7.2.2 above. If permanent dewatering operations are ermined to occur by the Regional Water Quality Control Board, San Diego Regi n, a d if the Port allows a developer to install and operate permanent dewatering 0 erati ns on the South Campus, any increased South Campus Environmental Costs th t re It from, arise out of or in connection with such permanent dewatering operations hall e borne solely by the Port. 7.2.13 Cost Lim tatio management responsibility purs ant responsible under this Agreemen for expressly provided for in Section 7.2 . Irrespective of whether BFG or the Port has Section 7.3, BFG and the Port shall not be y South Campus Environmental Costs except as d 7.3. 7.2.14 Contami ation Discovery Cutoff. To the extent that BFG is liable for South Campus Enviro men al Conditions, it shall be liable only for South Campus Environmental Conditi ns th t are discovered within 15 years after Closing, except that BFG' s liability for So th C pus Environmental Conditions that exist on any portion of the South Campus shall be satisfied upon completion, pursuant to a Development Plan. of the Port fir t-tim , post Closing development of that portion ofthe South Campus; provided, howev r, tha, notwithstanding any prior termination ofBFG's responsibility under Section 7 fo Sou h Campus Environmental Remediation Activities or South Campus Environmental Cost , BFG shall also be liable for any South Campus Environmental Condition that s dis overed within an area where such first-time development has been complete if t at Environmental Condition is discovered within the aforesaid 15 years and req ires emediation to comply with the Industrial Use Standard that applied to that first time evelopment, in which case responsibility for the management and cost of such rem diation shall be allocated pursuant to Section 7.3.1 (a)(4). For South Campus E viro ental Conditions that come within the discovery period established by this Sectio 7.2. 4, BFG shall have management responsibility for such South Campus Environment Co ditions until its responsibility for such Conditions is terminated or a particular exe ptio applies in accordance with Section 7.3.1 and the South Campus Environmental osts incurred in meeting this responsibility shall be allocated pursuant to Sections 7.2 1,7. .2 and 7.3. 7.3.1 Manageme t Re ponsibilities and Activities. South Campus. 7.3 Management of En v ron (a) General. BF shall manage South Campus Environmental Remediation Activities until no Inger equired to do so as provided below, at which time the Port shall become soleI res onsible for management of South Campus Environmental Remediation Acti ities: 5>5\ 1007'1.??oo15172405.09 39 , ., 1067,U(loo,5,72405,09 (1) No Further Acti n Letter' rtifi of C m I ti n' or Similar Document. If South Campus Environmental Remediation Activities e un ertaken pursuant to a Development Plan under govemrnen age cy oversight, BFG management responsibility shall termi ate pon the issuance of a no further action letter, certificatio of mpletion, or similar document by the oversight agency, a d, rthermore, BFG's responsibility under this Section 7 or t aspect of South Campus Environmental Remediatio ctivities and for those South Campus Environme tal sts shall terminate and be satisfied upon such event. N t by way of limitation of the foregoing, if the performanc of South Campus Environmental Remediation Activities r suits in a government agency determination that the only remai ing t sks to be performed are the periodic sampling of groundwat mo itoring wells, the testing of samples from the monitoring well, and the preparation and submission to the agency of r port on the results of such sampling and testing, then the Port sh I as me responsibility for conducting this sampling, testing, an rep rting and the costs of such activities shall be allocated p rsu t to Sections 7.2.1 and 7.2.2 above; provided, however, t t i as a result of such groundwater monitoring additional outh Campus Environmental Remediation Activities are require by a overnment agency, then: (2) (i) sh I have management responsibility for such edia on Activities if the Remediation Activities are for con ition that occurred as a result of BFG activities, but onl to extent of such BFG activities, and the costs of suc Re ediation Activities shall be allocated pursuant to Sec ons .2.1 and 7.2.2 above; and (ii) ort hall have management responsibility for and be nsib e for the costs of such Remediation Activities if the em iation Activities are for conditions that occurred as a resul of Port activities, but only to the extent of such Po activ ties. Investi ati Re orts. If the only South Campus Environmental Remediatio Ac ivities required by the appropriate government oversight a ency are investigation activities, BFG's management responsibili y for such South Campus Environmental Remediation Activities 0 re uired shaIl terminate by a letter documenting submission of t e final report of investigation to the oversight agency, a d, rthermore, BFG's responsibility under this Section 7 r. r So th Campus Environmental Costs shall terminate and be sa isfied to the extent of such required investigation activities. his c ndition shall conclusively be determined to have I '5---~ <f o , I 10671UlOO015172C05JJ9 occurred if fter e passage of one year from the submission of the final report of in estigation to the oversight agcncy, the oversight agency has not r quired the performance of any additional South Campus En iron ental Remediation Activity. (3) Discrete 'cct A rovals. In the event that South Campus Environme tal R mediation Activities occur in stages or discrete elements 0 pare Is, then the termination of BFG's management responsibili pu ant to Sections 7.3.I(a)(l) or 7.3. I (a)(2) shall occur for e ch su h stage or element or parcel as documented for or approve by t e oversight agency by the methods described in Sections 7. .I(a) 1) or 7.3. 1 (a)(2), above, and, furthermore, BFG's responsibili y u der this Section 7 for South Campus Environme tal C sts shall terminate and be satisfied to the extent of SIlch stag or e ement or parcel. (4) d S bs uent Event Provisions. If any Section 7.3.1(a)(1)- 3) gency documentation contains a reopener provlSlon d t e condition occurs that triggers the reopener provtSlOn r a 'scovery of a South Campus Environmental Condition urs pursuant to Section 7.2.14, and either or both of these event requ es the performance of additional South Campus Environme tal R mediation Activities, then: (i) h an event occurs as a result of BFG activities, BFG shal have management responsibility for such Remediation. Acti ities, but only to the extent of such BFG activities, unti com letion of such management responsibilities is achi ved' a manner provided for by Sections 7.3.I(a)(I), 7.3. (a)(2, or 7.3.1(a)(3) above, and South Campus Env room ntal Costs for such Remediation Activities shall be locat d pursuant to Sections 7.2.1 and 7.2.2 above; and (ii) if su h an vent occurs as a result of Port activities, the Port shal ha e management responsibility and shall be resp nsibl for the costs of such Remediation Activities, but nly t the extent of such Port activities. (5) BFG Post- rans r Res onsibilities. After transfer of ownership of the BFG Prop rty to the Port, BFG shall have no management responsibili y (0 any other obligation or responsibility, as provided in Secti n 7.2.3) for any South Campus Environmental Remediatio Acti ities that result from, concern or arise from or in connection with any South Campus Environmental Condition which oc a r such transfer of BFG Property to the Port; provided, b wev r, that, in addition to its responsibilities under Sections .3.1( )(1)-(4) above, BFG shall remain solely I 5--5~ responsibl for directly or ndi to BFG's jvit' South eam us. y South Campus Environmental Costs that result ly from activities of BFG, but only in proportion s, after such transfer and until BFG vacates the (6) Port Post- rans r n i iliti Except for the management obligations ofB G expressly provided for in Sections 7.3.I(a)(I)- (5) above, er ransfer of ownership of the BFG Property to the Port, mana erne t responsibility for South Campus Environmental Conditions Sou Campus Environmental Releases, and South Campus E viro mental Remediation Activities is to be borne solely by t e Po . (7) No BFG ana ement Res onsibilities Re ardin Standards in Excess 0 Ind strial Use Standards. Notwithstanding the prOVISIOns f Se tions 7.3.I(a)(1)-(5) above, BFG shall have no manageme t res onsibility for any South Campus Environmental Remediati Ac vities required to achieve standards in excess of Industrial se Standards for the South Campus; provided, however, t tun iJ termination of BFG management responsibility pursuant t Se 'ons 7.3.1(a)(1)-(5) above, BFG may elect to manage, to the ent of any writing signed by an officer of BFG and by givi g 30 days' written notice thereof to the Pon, any such South Ca us nvironmental Remediation Activities required to achieve st dard in excess of Industrial Use Standards for the South Cam us. (b) Selection of Te hnic I and Legal Consultants. The technical consultants and egal counsel retained by the Port and BFG for implementing Sou h Ca pus Environmental Remediation Activities shall be selected jointl by e Port and BFG, after meeting and conferring; provided, howeve, tha neither the Port nor BFG is precluded from retaining technical cons Itants and legal counsel of its own, at its own expense, to assist i in i pJementing this Agreement. (c) Demolition Activ' ies. The Demolition of any Structures located on the South Campus s II b the responsibility of the Port and shall be performed by the ort; rovided, however, that before the Port removes any soils, except or re idual soils that are directly associated with the Structures and are neces arily removed with the Structures, the Port shall consult with BFG con ing such soils. If the Port demolishes any Structure that re Its n exposing contaminated soils beneath such Structure, the Port shall place a cap (temporary or otherwise) over such soils until the Port egin the process of constructing new Structures in the area of the S clure s) to be demolished in accordance with a Development Plan. Ifth Port chooses to demolish a Structure earlier than would be necess und r an applicable Development Plan, then the Port 106711.000015172405.09 ., 2 <"J3-- 4--0 106711,00J0'S 1n405.09 shall be responsibJ that result from su y increased South Campus Environmental Costs Demolition action. (d) Closure of Unde rou d Storage Tanks. Closure and removal of any Underground Stor e anks located on the South Campus shall be performed by BF. application or applications to the Underground Storage Tank Clea up F nd or any other similar fund shall be submitted and pursued by BF and the Port when required by Section 7.2.9 above. (e) e Port shall not be precluded from implementing dard irrigation plan for the South Campus and eglOn. (I) Well Installation, (1) the anagement provisions of this Section 7.3, BFG may need t i I, operate, maintain or close one or more wells to monitor or extra groundwater or soil vapor. After receipt of reasonable dvan notice from BFG, the Port and the City agree to grant, 0 rea nable terms, access to portions of the property within the Bay ont, or adjacent thereto, under their control, including e BF Property after its transfer, for the installation, operation, aint nance and closure of groundwater monitoring, soil vapor 0 extr ction wells. (2) ith i s cooperation responsibilities under Section 7.5 sh II not install, operate, maintain or close a groundwate mon toring, soil vapor, or extraction well in a manner that unreas nabl interferes with the activities or property of the Port or its t nants (g) Port Bona Fide r Exemption (1) Criteria. This exe ptio from Section 7.3 management of environmental matters requiremen sh I apply if the following criteria are met: (i) e and viable development plan exists for the pus or a portion of the South Campus and the Bo d of art Commissioners has selected, in accordance with its e tablished and normally applicable procedures, a qual tied eveloper to implement this development plan (call ctiv y "Development Plan"); (ii) The Dev lopment Plan requires the implementation of Sout Ca pus Environmental Remediation Activities in ord to achieve the land use(s) established by the Dev lopm nt Plan; 3 o....~\ 1057'l'_OOOO1517240S.~ (3) (4) (5) (iii) Mo e th opt; n. En ron one remediation option., other than the no action xists to implement such South Campus ntal Remediation Activities; and (iv) The B G-selected South Campus Environmental Re edia on Activity would by itself materially adversely affe t im lementation of the Development Plan by, for exa pie, materially affecting the time of completion or mat rial! affecting the scope of the development (2) Decisions 0 Gr ter Than $5.6 MiUion. If at the time the above criteria are met, South Campus Environmental Costs have not exceeded $ .6 m Ilion (and implementation of the South Campus Environme tal R mediation Activity desired by the Port would not cause such osts 0 exceed $5.6 million), the Port may select the least costly Sout Campus Environmental Remediation Activity that will i pIe ent tbe Development Plan wbile reasonably eliminating the material adverse impact to the development project. Decisions bove $5.6 Million But No Greater Than $7 MiUion. If at the ime tbe above criteria are met, South Campus Environme al C sts have exceeded $5.6 million but are no greater than $7 iIlion (or implementation of the South Campus Environme al R mediation Activity desired by the Port would cause sucb costs to exceed $5.6 million but not to exceed $7 million), th n tbe Port sball not have the right to select the South Campus E viro ental Remediation Activity witbout BFG's concurrence In sucb event, the Port and BFG shall meet and confer in an atte pt to select a mutually agreeable South Campus Environmen al R mediation Activity that complies with Section 7.1.3. If the Port d BFG are unable to agree on a South Campus Environmen al R ediation Activity, the matter sball be submitted to binding bitrat on pursuant to Section 9.5.3 below. Decisions 7 MiUion. If at the time the above criteria are met, South us Environmental Costs have exceeded $7 million (or mpJe entation of the South Campus Environmental Remediatio Acti ity desired by the Port would cause such costs to exceed $7 ilIion, then the Port shall not have the rigbt to select the South C mpu Environmental Remediation Activity, and BFG sball have t e sol and exclusive right to select the South Campus Environmen al Re ediation Activity. Implemen tion osts. Tbe costs incurred in implementing the South Camp s En ironmental Remediation Activity selected under this Section .3.1 ) shall be South Campus Environmental Costs, ~-- \.f V i 108711000015172405.09 allocated t to Sections 7.2.1 and 7.2.2 above. The provisions .ODS 7. I, 7.2,7.3, 7.5 and 7.6 shall apply to the implement ion f the selected South Campus Environmental Remediatio Act" ity except to the extent that those provisions are inconsisten with his Section 7.3. I (g). (I) (h) Port-Directed Re (h) is an exemption from the provlSlons of ing management of environmental matters. (2) The require of this Section 7.3(h) are as follows: FIRST: (i) Wit. n th rty (30) days following the demolition of any buil ing n the South Campus, BFG shall commence an addi ional environmental evaluation (which may include, if app opria e, reasonable surface and subsurface inve tigat on) in the area of the demolished building. (ii) Wit in ni ety (90) days following the demolition, BFG in con ultati n with the Port shall prepare a plan for Env ronm ntal Remediation Activities for the pertinent area (or explanation as to why no remediation is then nec ssary , and shall submit it to the Port for review. (iii) In t e ev nt the Port agrees with the proposed plan for Env ronm ntal Remediation Activities, then BFG shall sub it su h plan to the applicable environmental agencies for vie andlor approval, and thereupon, within sixty (60) days following receipt of all required governmental app ovals and permits, BFG shall commence the rem diati n. (iv) In t e eve t the Port disagrees with the BFG proposal, then the ort ay direct a different plan for Environmental Re ediat on Activities, provided that the estimated cost of suc plan (together with all other activities directed by the Port un r this Section 7.3 (h)) shall not exceed $1, 0,0 Thereupon, BFG shall submit such Port plan to t e ap licable environmental agencies for review andlor app oval, and thereafter, within sixty (60) days following rece pt of all required governmental approvals and permits, BF s I commence the remediation described in the Port s pia . 5 B-le,3 SECOND: (v) in th rty (30) days following the delivery by the Port to BF of e detailed schematic plans of the Port's approved dev lope. BFG shall commence an additional en ronm ntal evaluation which may include, if app opria e, reasonable surface and subsurface inv stiga on in the areas where such plans call for the con tru on or installation of buildings or other imp ove ents. (vi) nety (90) days following the receipt of such plans, BFG in consultation with the Port shall plan for Environmental Remediation Activities for the oresaid areas (or an explanation as to why no diati n is then necessary), and submit it to the Port for (vii) In e e ent the Port agrees with the proposed plan for En iron ental Remediation Activities, then BFG shall sub it s ch plan to the applicable environmental agencies for revie andlor approval, and thereupon, within sixty (60 day following receipt of all governmental approvals and perm ts, BFG shall commence the remediation. (viii) In t e ev nt the Port disagrees with the BFG proposal, then the Port may direct a different plan for Environmental Re edia. on Activities, provided that the estimated cost of pIa (together with all other activities directed by the und r this Section 7.3(h)) shall not exceed $1,000,000. Th p, BFG shall submit such Port plan to the app icabl environmental agencies for review andlor app oval, and thereafter, within sixty (60) days following rec ipt 0 all required governmental approvals and permits, BF sh I commence the remediation described in the Po 'spl (3) The said 1,00 ,000 shall be a shared cost pursuant to the allocation of South Campus Environmental Costs under Section 7.2.2, an shall also be counted for purposes of application of Section .3(g) 7.4 Allocation of Envi nme tal Costs and Management Responsibilities for Other Identified Properties. 7.4.1 Port Parcel and SDG&E Land North of H Street. 1067',.lXXIO'S 17.2405.08 46 yv,\ I , i (a) Managem nt ponsibility. BFG shall have environmemal management responsibility for pe orm' g Environmental Remediation Activities, ifBFG determines that such activities e n ssary, for the Port Parcels and that part of the SDG&E Land that is located nort ofH Street. (b) Cost Allot tion. (I) G shall not be responsible for any Environmental 'ng to Port Parcel NO.1 that result from, concern or se from or in connection with Environmental Con ition existing prior to BFG's ground lease of Port Par el N . 1, and the Port shal] be responsible for such En ronm ntal Costs, provided, however, that the Port's resp nsib' ity for the costs of such Environmental Re edia' n Activities: 1. Po (A) those Environmental necessary to achieve (B) sh II extend only until the types of requirements set o in Sections 7.3. 1 (a)(1)-(3) above are met by the Po ; and (C) if tbe agency documentation of the types of re uirements set out in Sections 7.3.](a)(I) - (3) ab ve contains a reopener provision and the co dition occurs that triggers the reopener provision or a discovery of an Environmental Condition oc urs pursuant to Section 7.4.5, and either or both of these events requires the performance of En ironmental Remediation Activities, then the Po shall be responsible for the Costs of such En ironmental Remediation Activities in the pr portion to the extent to which each, directly or in 'rectly, caused such Costs. (ii) BFG shall be solely responsible for Environmental Costs relat ng to Port Parcel No. I that result from, concern, or arise from or in connection with Environmental Conditions caus d by FG orthird parties that first occurred after BFG exec ted ground lease for Port Parcel No. I; provided, how ver, BFG's responsibility for the costs of such Envi onm ntal Remediation Activities: '06711.000015 17240S 09 7 s-~ (A) sh I be limited to R mediation Activities In ustrial Use Standards, those Environmental necessary to achieve (B) sh II extend only until the types of requirements set o t in Sections 7.3.1(a)(I)-(3) above are met by B G, and (C) if the agency documentation pursuant to S ctions 7.3.1(aXI)-{3) above contains a reopener pr vision and the condition occurs that triggers the re pener provision or' a discovery of an E vironmental Condition occurs pursuant to S ction 7.4.5, and either or both of these events re uires the performance of Environmental R mediation Activities, then BFG shall be re ponsible for the costs of such Environmental R mediation Activities. (2) Port Parcel No. and SDG&E Land North ofH Street. BFG shall not be res onsib e for any Environmental Costs relating to Port Parcel No. or at portion of the SDG&E Land north ofH Street that result from, concern, or arise from or in connection with Environme tal onditions existing prior to transfer of these properties t BF and the Port shall be solely responsible for such Environme tal osts; provided, however, that the Port's responsibir y fo the costs of such Environmental Remediation Activities: (i) shal be limited to those Environmental Remediation Act vities necessary to achieve Industrial Use Standards, (ii) shal exte d only until the types of requirements set out in Sec ions J.I(a)(1)-(3) above are met by the Port; and (iii) if t e ag ncy documentation of the types of requirements set out i Sections 7.3.I(a)(I)-(3) contains a reopener pro ision and the condition occurs that triggers the reo ener provision or a discovery of an Environmental Co ditio occurs pursuant to Section 7.4.5, and either or bot of these events requires the perfonnance of En ron ental Remediation Activities, then: (A) fo a condition that existed prior to transfer of the pr perty to BFG, the Port shall be solely re ponsible for the costs of such Environmental R mediation Activities, and 10671'.??oo15172405.0; 48 13-' Lc L, " (B) ii r a condition that occw-s after transfer of the p operty to BFG, BFG shall be solely responsible fi the costs of such Environmental Remediation A tivities. Provided, however, that any En iron ental Costs which are incurred to remediate an Environmental Condition that ex sts i on or under Port Parcel No.2 or SDG&E Land North of H Street and that resul d fr m BFG activities, but only to the extent of such BFG activities, shall be costs t at ar allocated pursuant to Sections 7.2.1 and 7.2.2 above. 7.4.2 Rados Parc I aD Ageney Parcel. (a) Trigger. en shall complete investigation and clean-up of Environmental Conditions in Ra os an Agency parcel soils within the earlier of (1) six months of a request by BFG (0 as s on as possible thereafter if the investigation and clean-up cannot be completed, espit Agency's diligent efforts, within such 6-month time period); or (2) the time re uired by an agency order directing remediation of the Rados and/or the Agency Parcel( ). (b) Scope of apo sibility. Agency's management and remediation obligations shall be limited to soi s. DVes igatioD. Agency shall conduct a Phase II-type FG's reasonable approval to determine whether on or beneath the Rados and Agency Parcels. (c) Scope of investigation. with a scope subj Environmental Conditions exist i (d) Cleanup. Ag cy shall perform any necessary Environmental Remediation Activities based 0 risk based decisionmaking to utilize the most cost- effective, risk-based remediation stand ds and techniques possible. The level of clean- up for which Agency shall be re pons' Ie shall be limited to that necessary to allow for the use of the parcels for parking, offic , industrial or similar uses. (e) Cost Rap Dsib lity. Agency shall be responsible for all costs of investigation and Environmental Rem diation Activities as required by subsections (a) through (d) above. Agency sh II no be responsible for Environmental Remediation Activities or Environmental Clai s: (I) for ont inant conditions in groundwater; (2) for envir nmental conditions caused by BFG, its agents, rep esent tives or independent contractors; (3) for envir nmental conditions caused after Closing, except for envi nmental conditions caused by the Agency in pe ormi g Environmental Remediation Activities or oth rwis . b'-"'~ 108711,0Cl00151n.05.0Il 49 (f) Completio. ency shall exercise best efforts to obtain a No Further Action letter from the ount (or other governmental oversight agency with jurisdiction) that determines that "no er action" is required at the two parcels with respect to Environmental Cond' ions of the soils. Agency's obligations under this Section 7.4.2 shall terminate wit resp t to any portion ofthe parcels for which Agency obtains such a No Further Action etter. 7.4.3 Costs Ass date With Dredged Material. BFG shall not be responsible for Environmental C .Is r suIting from., or arising out of or in connection with importation of dredged or fil mat . aI containing Hazardous Substances by or at the direction of any party other th BF onto the New Campus or any other Bayfront property (excluding the South Ca pus hich is addressed in Section 7.2.4), whether such importation occurs prior to or sub eque to the execution of this Agreement. 7.4.4 Costs Asso iate With Dredging. Except for the cost exclusions associated with dredging activiti set ut in Section 7.2.5 above (which shall be equally applicable to the New Campus), if other dredging activities on Bayfront property result in Environmental Costs soei ted with the New Campus due to changes in groundwater flow or to the sho eline beneath or adjacent to the New Campus. these Environmental Costs shall be aIlo ted ursuant to Sections 7.2.1 and 7.2.2 above. 7.4.5 Contamina . on iscovery Cutoff. To the extent that Port and/or City/Agency are liable for En' nm ntal Conditions on the New Campus, the Port and/or City/Agency shall be Ii ble ly for Environmental Conditions on the New Campus that are discovered withi IS ears after Closing, except that the Port and/or the City'slAgency's liability shall b sati tied upon BFG's completion of first-time, post- Closing permanent development whic shall not include interim uses, such as parking or storage) of that portion of the New Campus; provided, however, that Port and/or City/Agency shall also be liabl for y Environmental Condition that is discovered within an area where such rst-ti e development has been completed if that Environmental Condition is di cove d within the aforesaid IS years and requires remediation to comply with the Indu rial Use Standard that applied to that first-time development. 7.5 Other Terms and C oditi os. 7.5.1 Cooperatin (a) The partie use best efforts to achieve the m standards possible for the Sout property. agre to cooperate and coordinate in good faith and to st co -effective, risk-based, industrial use remediation pus, the New Campus and any other Bayfront (b) The parties agr to meet and confer and to cooperate in proposing and implementing any Environ ental Remediation Activity developed pursuant to this Agreement. 5, ~1 106711.0c001617'240S.0SI 50 I (c) With respe to ctivities on the South Campus and Port Parcels and SDG&E Land North ofH Str et: (I) and the Port shall meet and confer, shall exchange info ti n about successful applications of cost-effective, risk base , andlor industrial use standards and other useful info ati n, shall develop proposed least cost industrial use rem diati n plans for Port or third-party development pro osals approved by the Board of Port Commissioners (inc din Development Plans for the South Campus) in ord to atch cost-effective environmental strategies with land use evelopment programs, and shall cooperate in pres tin remediation proposals to relevant agencies. (2) e Port shall cooperate in good faith with each reg ding any communications or interactions with, or pear ces before, agencies with oversight or other resp nsibi ity for the properties listed above. The goal is to reac agr ement on the substance ofthe communication or the ppe ance. All written communications shall be sent to ch a ncies only after BFG and the Port have met and co ed regarding such communications and exchanged dr s of 'tten communications for review and comment. All rilt communications and other documents shall be exc nge between BFG and the Port within a reasonable time prior to submission of the communication to allow for revi w d exchange of comments. All discussions bet een FG and the Port regarding oral communications shall oc r within a reasonable time prior to the tion with the agency. If emergency circ mst ces preclude such prior review, then the Port or BF shall notify the other of the communication as soon as prac icabl thereafter and provide the other with a copy of any wri n communications. Final copies of any com uni tion with an agency shall be sent to the other p and the Port shall meet and confer a reasonable time prio to making any appearance before or meeting age cies with oversight responsibility for the ies isted above. (I) ivities on the Rados and Agency parcels: (d) and t e Agency shall meet and confer, shall exchange atio about successful applications of cost-effective, ased andlor industrial use standards and other useful atio , shall develop proposed least cost industrial use iati plans for development proposals contained in 10671'.0000151n0W5.09 6/ L.,~ dev lop nt plans in order to match cost-effective env orun ntal strategies with land-use development pro ams and shaIl cooperate in presenting remediation pro osals to relevant agencies. (2) and tbe Agency sball cooperate in good faith with oth regarding any communications or interactions wit or ppearances before, agencies with oversight or oth r res onsibility for the properties listed above. The go is 0 reacb agreement on the substance of tbe co muni ation or the appearance. All wrinen co muni ations shall be sent to such agencies only after BF and the Agency have met and conferred regarding suc co unications and exchanged drafts of written co muni ations for review and comment. All wrinen co muni ations and other documents shall be exchanged be een FG and the Agency within a reasonable time prio to ubmission of the communication to allow for revi d exchange of comments. All discussions be BFG and the Agency regarding oral co muni ations shall occur within a reasonable time prior to e c mmunication with the agency. If emergency cire ms ces preclude such prior review, then the Agency or FG s all notify the other of the communication as soon as aetic ble thereafter and provide the other with a copy of y inen communications. Final copies of any muni ation with an agency shall be sent to the other p FG and the Agency shall meet and confer a reas nabl time prior to making any appearance before or ing ith agencies with oversight responsibility for the ertie listed above. (e) With resp t to e San Diego Regional Water Quality Control Board proceeding to redesignate he a signed beneficial uses of the aquifer beneath the South Campus and the New Cam us, t e parties will cooperate in good faith and use best efforts to achieve redesignation. 7.5.2 Permittin enever a permit or approval of a government agency is necessary to fulfiIl an pro sion of Section 7, the parties shall cooperate in good faith to the maximum extent possi Ie to secure such permit or approval. 7.5.3 Plans. en ver Environmental Remediation Activities or Demolition actIVIties are unde aken by any party, such party shall prepare, as appropriate, health and safety lans demolition plans, air monitoring plans, soil transportation plans, groundwate d atering plans, and any other plans required by federal, state, or local law. The. rty reparing such plans shaIl coordinate in good faith with the other parties and provid the ther parties with a reasonable time to review and 106711.00001517240SJl9 52 :5-"" 0 .1 comment on such plans in draft fi m b fore the final plan is submitted to the appropriate agency(ies). 7.5.4 Industrial se S ndard. "Industrial Use Standard" shall mean the remediation standard adopte by e agency or agencies with relevant oversight responsibility, either (i) on its or eir 0 initiative, or (ii) in response to a request from the Port and BFG for the most cost- ffective, risk-based, industrial use remediation standards and techniques for a d elop ent project in accordance with the Port's Master Plan. The Port and/or BFG 11 co perate in any reasonable appeals from agency decisions, provided neither the Po FG shall be required to participate in the appeal. For purposes of clarification, "ind use" is not intended to be narrowly construed to mean only heavy industrial (i. . s okestack industries), but may include other commercial, retail, hotel and simil use. 7.6 Indemnity and Othe 7.6.1 General. xcep as otherwise expressly provided herein to the contrary, whenever this Agreeme (in ection 7 or otherwise) specifies that Port or BFG shall be responsible or liable, in wale r in part, for any Environmental Costs relating to the South Campus, the Port Par Is an or the SDG&E Parce~ the party assigned such responsibility or liability shall reI ase, ischarge, indemnify and hold harmless the other party (Port or BFG, as applicable fro all or that portion of said Environmental Costs for which the indemnifying party s res onsible or liable. Except as otherwise expressly provided herein to the contrary, hen ver this Agreement (in Section 7 or otherwise) specifies that City and/or Agency on e one hand, or BFG, on the other hand, shall be responsible or liable, in whole 0 in p ,for any Environmental Costs relating to the Agency or Rados Parcels, the part assi ed such responsibility or liability shall release, discharge, indemnify and hold h less the other party (City andlor Agency or BFG, as applicable) from all or that p ion of said Environmental Costs for which the indemnifying party is responsible r liab e. 7.6.2 Internal Cos s. E ch party will be responsible for its own internal costs and also for the costs of its e viron ental consultants and legal counsel, whether on staff or external consultants or cou eI. 7.6.3 Consequent aJ D mages. No party to this Agreement shall be liable or responsible for any con uent al damages incurred by any other party that are caused by or result from impleme ation of this Agreement, including, without limitation from delays in Environmental R medi tion Activities resulting from, concerning, or arising out of or in connection w th th South Campus, Port Parcels, SDG&E Parcel, Rados Parcel, or Agency Parcel, 0 fro the performance of environmental management responsibilities as set out in Sectio s 7.3 and 7.4 above. 7.6.4 Penalties an Fin . Notwithstanding anything in this Agreement to the contrary, no party shall be Ii ble t the other party for penalties or fines imposed by a government agency if such pen ties r fines result from unreasonable actions of the party incurring the penalty. 10&711 .000015 172"05.09 3 ! .i ~ /"\ '\ 7.6.5 Other Fun s. y monies or other consideration that any party to this Agreement receives (the "R cdvi g PlIrlyj from a third party, including but not limited to insurance proceeds, r, r pa ment or reimbursement of Environmenta) Costs resulting from, concerning, or ari ing 0 of or in connection with properties described in this Agreement or for any other. urpo e, shall be solely for the account of, and remain the sole and separate property. f, th Receiving Party (excluding, however, monies received with respect to South amp s Environmental Costs from the Underground Storage Tank Fund or any othe fun identified in Sections 7.2.9 or 7J.l(d), which monies shall be distributed in a cord nce with Section 7.2.9 above), and shall not be included in any way in the ac unti g for or sharing of such Environmental Costs pursuant to this Section 7. and sh I not otherwise be included as an offset to or reduction of any other liability or obliga ion hich any party to this Agreement has to the Receiving Party. Section 8. CLOSING 8.1 Gnsing; Closing ate. It is the intention of the parties that all the transactions and agreements contemplat ein (with the exception of the transfer of the MTDB Parcel) shall be concluded throu a ncurrent closing (the "Oosing"). It is also the intention of the parties that'the Closing 0 cur n later than September 8, 1999, or such other date as is mutually agreed to among the paTti s (th "Oosing Date'). Unless the parties otherwise agree, the Closing shall not occur un ess d until: (a) this Agreement and the Related Agreements have been approved by the g ve g bodies of each of the parties; (b) the Board of Port Commissioners has reviewed a site harac erization of the South Campus and has exercised its sole and absolute discretion to proce d wi h the transactions and agreements contemplated herein based upon the results of the site ara erization and to submit them for approval by the SLC; (c) the SLC has approved the land trans ers set forth in Sections 3.1.1 and 3.1.2 and all other transactions and agreements cont mpl ed herein for which SLC approval is legally required; and (d) except for minor and icon quential matters, all of the obligations of each party to each of the other parties under t s eement and the Related Agreements that are due prior to or contemporaneously with the CI sing have been met. Section 9. 9.1 Claims and Fees. 9.1.1 Indemnity bliga ions. In each provision in this Agreement where any party has agreed to assume. s re 0 retain, or to indemnifY and hold any other party harmless from, a liability or oblig tion, uch assumption, sharing, retention or indemnity and hold harmless of the other sha I be eemed to mean an assumption, sharing, retention of and hold harmless from, and inde nity against, all liability, losses, costs, expenses and damages which the party ind mni ed hereunder may suffer from the failure of the indemnifYing party to payor perfi rm such assumption, sharing, retention and indemnification, and all reasonabl alto eys' fees incurred in connection therewith, and costs of investigation, defense, settle ent, judgments and collection thereof (such liability, losses, costs, expenses an da ges are referred to as "Oaims and Fees'l 106711.00001~ 17240!5_09 4 5" 'l- 9.1.2 Notice of T ird arty Gaims. The party seeking enforcement of the obligations hereunder (the" tihi g Party") shall notify the other (the "Responding Party") within 10 days of the N tifyin Party's receipt of written notice from any third party of any act, omission or eCUIT nee with respect to which the Notifying Party intends to seek Claims and Fees n ace rdance with this Agreement, and if requested by the Responding Party. shall als su Iy to the Responding Party all records, data. contracts and documents reaso bly lated to such third party claim to enable the Responding Party to evaluate sue cJai for purposes hereof Both parties shall attempt to agree upon a mutually satisfa ry a orney to represent them and to agree upon which party shall control the defense 0 the laim and shall have the authority to approve any proposed settlement or compro . se. If no such agreement can be reached, or if the Responding Party does not reply to th Notifying Party within 10 days from the date of such notice, each party may desi nate . s own attorney, whose fees shall be compensable as a Claim and Fee to the p who is later determined to be entitled to be paid its Claims and Fees by the other. ethe or not any such agreement can be reached or the Responding Party does or does not eply, each party shall reasonably cooperate in providing information and testim ny t assist in the defense of the matter, and the costs thereof (including out-of-pocket pen es) shall be a part of the Claims and Fees which shall be paid by the party who i lat determined to be responsible therefor under the assumptions or retentions ofliab' ity a d other provisions for indemnification under this Agreement. 9.2 Force Majeure. No party shall be held responsible or liable for an inability to fulfill any obligation under this Ag erne t by reason of an act of God, natural disaster, accident, breakage or failure of equipme t, thi d-party litigation, strikes, lockouts or other labor disturbances or disputes of any char cter, interruption of services by suppliers thereof, unavailability of materials or labor, rat onin or restrictions on the use of utilities or public transportation whether due to energy sho age or other causes, war, civil disturbance, riot, or by any other severe and unforeseeable occu enc that is beyond the control of that party (a "Force Majeure"). 9.2.1 Notice. y (the "Affected Party") relying on a Force Majeure shall (x) give the othe parti s written notice thereof within 15 days of first becoming aware of the existenc of ch, (y) take all such actions as are reasonably necessary or beneficial to termin te th act of Force Majeure as promptly as reasonably possible and (z) request, in writi g, an extension of time which shall be granted for the anticipated period of the enforce del y, or for such longer period as may be mutually agreed upon. 9.2.2 Efforts to ize. The parties shall use their reasonable best efforts to minimize potential adv se e ects from such Force Majeure. 9.2.3 Option to erm nate. In the event that the act of Force Majeure (x) cannot be terminated within 3 day from the date of notice thereof and the continued inability thereafter of the Affecte Part to comply with the provisions of this Agreement shall cause the failure of material consi eration to another party (the "Injured Party''), or (y) involves the failure of the p y to ake any of the land transfers provided for herein, 106711,000015172405 0Iil 55 1Y') i then, in either such event, the I ~ured Party shall have the right in its sole discretion, notwithstanding any other provisi n of his Section 9.2, to terminate this Agreement upon providing written notice of such t in tion to the other parties. 9.3 Time of the Essence Tim is of the essence of each and every obligation of the parties under this Agreement. 9.4 Independent Contra tors Each party is an independent contractor and shall be solely responsible for the employmen ,acts omissions, control and directing of its employees. Except as expressly set forth herein, n thin contained in this Agreement shan authorize or empower any party to assume or create y ligation or responsibility whatsoever, express or implied, on behalf of or in the name of y 0 her party or to bind any other party or make any representation, warranty or commitment n be alf of any other party. 9.5 Dispute Resolution. 9.5.1 Mediation. In th event of any dispute or disagreement between or among the parties arising out f or relating to the terms, conditions, interpretation, enforceability, performance, br h, 0 any other aspect of this Agreement or any of the Related Agreements ("Dispute' suc parties shall first attempt to resolve the Dispute informally. [n the event the isput is not resolved informally, prior to and as a precondition to the initiation of y Ie al action or proceeding, the parties shall refer the Dispute for mediation to the ne est r gional office of Judicial Arbitration & Mediation Service Inc. (JAMS), or any su esso thereto or, if none, to the American Arbitration Association (AAA) (the "ADR Pro tier''). The Dispute shall be mediated through informal, nonbinding joint confe ence andlor separate caucuses with an impartial third party mediator who will seek gui e the parties to a consensual resolution of the Dispute. The mediator shall be s lecte by mutual agreement of the parties from a list of mediators with significant exper ence n real estate matters to be provided by the ADR Provider If the parties are una Ie to gree upon the mediator, the ADR Provider shall select the mediator. The mediati n pr ceeding shall be conducted within 30 days (or any mutually agreed longer period) er r ferral, and shall continue until any party involved concludes, in good faith, that th re is 0 reasonable possibility of resolving the Dispute without resort to a legal action 0 proc eding. All costs of the mediation shall be shared equally by the parties involved. Each party shall bear its own attorneys' fees and other costs incurred in connection with the ediation. 9.5.2 Institution of aI Action. In the event the parties are unable to resolve the Dispute through me iatio in addition to any other rights or remedies, any party may institute a legal actio to c e, correct or remedy any default, to enforce any covenants or agreements herei or 0 enjoin any threatened or attempted violation thereof, to recover damages for a y de ault, or to obtain any remedies consistent with the purpose of this Agreement. 9.5.3 Arbitratio of pecified Disputes. Any dispute or controversy concerning or relating to nvir nmental management matters described in Section 7.3.1(g)(3) that is not r solve by mediation in accordance with Section 9.5.1 106711 .D00015 1 '7'2405.09 I ,I 56 ~I~ shall be resolved by arbitration in acco dance with the terms and procedures set forth in this Section 9.5.3. (a) Selection 0 Arb trator. The Port and BFG shall jointly select an arbitrator who shall have the fi llow ng qualifications and experience: (i) licensed professional engineer; (ii) fifteen (15) ears' experience in environmental remediation, (iii) experience with risk-based nvir nmental remediation, and (iv) experience with industrial use remediation standar s and techniques. (b) Proceeding. T arbitration shall be conducted in the San Diego office of JAMS (or AAA, as app icabl ) in accordance with its commercial arbitration rules, except as specifically modi ed b this Section 9.5.3. If at any time JAMS ceases to exist, the arbitration shall b co ducted by the local branch of the American Arbitration Association in accor ance ith its commercial arbitration rules, except as specifically modified by this Se tion .5.3. The parties shall be entitled to conduct discovery in accordance with Cali omi Code of Civil Procedure 9 1283.05, except that the permission of the arbitrator is ot n essary to conduct depositions The parties shall each pay fifty percent (50"10) ofth fees barged for the arbitration. (c) Governing Law. The arbitrator shall base his/her decision in accordance with the law of the Sta e of aJifornia. 9.6 No Joint Venture. N thin in this Agreement shall be deemed to create any form of business organization between th part es, including, without limitation, a joint venture or partnership. shall be construed and enforced In 9.7 Applicable Law. his accordance with the laws of the State of C ifo 9.8 Notices. All notices, em ds and correspondence required or provided for under this Agreement shall be in writing nd d livered in person, sent by certified mail, postage prepaid or sent by a nationally recogn' d 0 ernight courier that provides documentation of delivery. Notices to the Port shall be addr sed as follows: San Diego Unified Port Di rict 3165 Pacific Highway PO. Box 120488 San Diego, CA 921 ]2-048 Attention' Executive Direc r With a copy to: San Diego Unified Port Di rict 3165 Pacific Highway P.O. Box ]20488 '0671~ ,COOO15 1n405.OO 7 ~_/~ I , , , .1 San Diego, CA 92112-048 Attention: Port Attorney Notices to the City shall b addr ssed as follows: City ofChu1a Vista 276 Fourth Avenue Chula Vista, CA9191 0 Attention: City Manager Notices to BFG shall be a dress d as follows: BFGoodrich Aerospace A rost ctures Group 850 Lagoon Drive Chula Vista, CA 91910-2 98 Attention:}U1 Sellgren With a copy to: McCutchen, Doyle, Bra 1331 N. California Blvd., P.O Box V Walnut Creek, CA 94596 Attention: Geoffrey Rob' son And a copy to: BFGoodrich Aerospace A ro ctures Group 850 Lagoon Drive ChulaVista,CA919JO-298 Attention: Group Counsel A party may change its a dres by giving notice in writing to the other party in the manner provided above. Thereafter, otic s, demands and other correspondence pertinent to this Agreement shall be addressed and tr nsmi ted to the new address. 9.9 Rules of CODstru tiOD. The singular includes the plural; "shall" is mandatory, and "may" is permissive. e pa ies acknowledge and agree that each of the parties and each of the parties' attorneys have artic' ated fully in the negotiation and drafting of this Agreement. In cases of uncertainty as to the eaning, intent or interpretation of any provision of this Agreement, the Agreement shall be onst ed without regard to which of the parties caused, or may have caused, the uncertainty to exist No presumption shall arise from the fact that particular provisions were or may have been drafted by a specific party, and prior versions or drafts of this Agreement shall not be us to i terpret the meaning or intent of this Agreement or any provision hereof 1067H.OOOO15 '720105.09 58 . i 6-/\~ 9.10 Severability. If an pro ision of this Agreement is held invalid, void or unenforceable but the remainder of the gree ent can be enforced without failure of material consideration to any party, then this Agr erne t shall not be affected and it shall remain in full force and effect, unless amended or m difie by mutual consent of the parties. Provided, however, that if the invalidity or unenfor eabili y of any provision of this Agreement results in a material failure of consideration, then th~ party adversely affected thereby shall have the right in its sole discretion to terminate this Agree ent pan providing written notice of such termination to the other parties 9.11 Entire Agreement, Wai ers, Amendments. This Agreement, together with the attached exhibits, constitutes t e re understanding and agreement of the parties. This Agreement integrates all of the t and onditions mentioned herein or incidental hereto, and supersedes any and all prior versi ns 0 drafts of this or any other agreement and all negotiations or previous agreements, in ludin but not limited to, the Letter of Intent dated August 6, 1998, between the parties with resp to all or any part of the subject matter hereof To the extent that there are conflicts or co istencies between this Agreement and any prior agreement (including, without limitation the P rt Property Agreements), the provisions of this Agreement shall prevail. All waivers of e pr visions of this Agreement must be in writing and signed by authorized representatives of th Po City and BFG. The waiver by any party of any term, covenant, agreement or condition c ntain d in this Agreement shall not be deemed to be a waiver of any subsequent breach of sa e or any other term, covenant, agreement or condition, nor shall any custom or pra tice hich may grow up among the parties in the administration of this Agreement be cons ed 0 waive or lessen the right of any party to insist upon performance in strict accordance wit all fthe provisions of this Agreement. 9.12 Further Action. E ch p agrees to take all further actions reasonably necessary to implement this Agreement. 9.13 Exhibits. The folio bibits are incorporated herein and made part of this Agreement. Exhibit A: Exhibit B: Exhibit C: Exhibit D: Exhibit E: Exhibit F: Exhibit G: Exhibit H: pus reference: Section I.l) New Camp s (rer. rence: Section 1. 3) Site Map (r feren e: Section 2.105) Transfer Pa ent (reference: Section 5.1) Covered Ar as (r ference: Section 2.23) H Street E nsio (reference: Section 4.2) Marina P kwa Realignment (reference: Section 4.3) Rados Paro Eas ment Area (reference: Section 6.2. 1 (b)) 9.14 Parties to Bear The r n Costs. Except as specifically set forth in this Agreement, each party to this Agreement shall ear its own costs, including, without limitation, attorneys' and consultants' fees, incurred. con ection with any negotiations, strategic planning, analysis and due diligence related to this gree ent. 106711.0000'I5 1?2405 09 9 6./\'\ 9.15 Captions. The he ing and captions in this Agreement are solely for convenience of reference and shall not ect e meaning or interpretation of any of tbe terms of this Agreement. 9.16 Assumption of R~ pons bility. Except as otherwise expressly provided herein to the contrary, whenever this Ag eeme t specifies that Port or BFG shall be responsible or liable for any cost, activity or other 0 ligati n, such allocation of responsibility or liability is intended to exist and apply only as be een ort and BFG and shall not create or expand any responsibility or liability to any other p y, a d shall not preclude any claims for responsibility or liability against any other party. 9.17 Successors and As igns. No interest in any right or remedy of any party under or relating to this Agreement i sub' ect to any assignment, hypothecation or other alienation, whether voluntary or by opera ion 0 law, without the express prior written consent of each party against whom such right or erne may be enforced, which each such party may grant or withhold in its absolute discret on. y purported assignment without such consent shall be null and void. 9.18 Third Parties. No bing n this Agreement, whether express or implied, is intended to do any of the following: (a) confer any bene s, ri hts or remedies under or by reason of this Agreement on any persons other than the expre s parties to it; (b) relieve or discharg the bligation or liability of any person not an express party to this Agreement; or 1D6711 ,??oo15 172405.09 ,[ 5~l <f 60 (c) give any person ot subrogation or action against any party to this IN WITNESS WHEREOF, this A and year first above written. Port: City: Redevelopment Agency: BFG: Approved as to form: Approved as to form: 10117'1,000015172405.09 express party to this Agreement any right of greement. ent has been executed by the parties as of the day S OF CHULA VISTA, a municipal corporation By: RE EVELOPMENT AGENCY OF THE CITY OF C A VISTA, a redevelopment agency By: ~ RO INC., operating as BFGOODRICH AE OSPACE AEROSTRUCTURES GROUP, a Dela are corporation and wholly owned subsidiary ofT BFGOODRICHCOMPANY By: Nam: Its: 1 5-,\ Ex ibit A (refer nced . n Section I I) istin Campus 105711,OIJ(l01.5172toS.O; c5- <f-'D I . i } :j+' + + it + I + .... j,+ ..... + + ., + '+ + I + + , ...... ,...., , p 0 G I m i n , '" " ~ a I 'I :;; 1ft r ~ ,. D ,. D ,. ,. ~ . . . '" a i ~ ~ ~ ~ .. . . ~ ,. ~ . . I . ~ ~ 0 .. D n ~ a I .I a D ,. 3-'i,l z ,. ~ ~ <: .. D ~ " " ~ D c: . . ~ EXHIBIT A - CAMPUS . i . ,. < . .. ~ Bi + + + + + +" ~+ + + + + + -NO aTIIIET Illi + ~ ~;il l + <+ + + . ,. . + + I + + + i + .. .:.: :.;. ~! .... .;.: i::: r 5-i~ 1067";??oo151'72405 0Sl I i I .1 IIAY aou.n...1lO ~ '.,lIll1ll11111lUllllllllltllll" '" 01111'1111" """111""" .1 'ft . ; : i ; " [iiJ1 30 I D --.~ ~~A" f/JGiiru3Ei.~ -- , (]i] WETLANDS MAIUlIA ,....II.W...., ReLOCATIOfI AGAEEIIE/IT CHUlA VISTA CAMPUS lAU!!I! ~ BFa FEE-OWNED NeW FEE UIWD - TO IE ACQIllaIiD --'-".u HtGH TII)I!: UH. 111..111 IIA"- 110.0 TR...CIC. ::::::: ROAD. CLOSED == ROAD. leW c:::J apc; - &X1.TutC JliaLf ~-- a \ \n ~ en ::) D. ::i 4( o ~ z CD I- m :;: )( w Ex 'bit C (ref ere ed' Section 2.105) Sit Map 1087" ,000015 1n4OS.09 q--1,\ " + ill.... .... = mi. + + + ~m + ;~:!: m: l1!~: .0 !~;1 + + ': +0+ + + ~ + ~ 9j + + ili .... ~ ~ " .. UlI;:F;)O. DIllin : III: ~ . Z + f a i .;. + + III Il ~ + .;. .;. "M" 11WIIT .;. + ~l + + + .. + .;. + + ~ III . + . + ! + + . . . + + 0 + or . .;.: :.:. J + li!l f + + m~ If + :.;. :::: :::: + .. .:.: ;::: "+ !!H ~I + + :::: I, + iill ,~ + + + + + , ......... .........y I I P D ~ 81m I '" nm , "'b . ~ iii , ~ ~ f"n ~ ,. D . . . . . . ~ s s " ~ ~ m '" m . ! m )) . D ;J I ;; ~ il 0 ~ n :I I . 0 ,. ~ Ii . ~ II: '" n ~ . ~ . c . I '" EXHIBIT C I . i 6- 'I; ~ SITE MAP ( refe~ eres Price/SF Amount Payable by Port to BFG2 Port Acquisition of ofBFG's South Campus: nla nla $16.467.5 J43 BFC Property Acquisitions: Amounts Payable by BFC to Port, City From Citv: Agency Parcel 3.65 $ 8.00 $1,271,952 Rados Parcel 3.02 $ 8.00 $1,052,409 From Port: Port Parcel I 9.99 $ 8.00 $3,481,315 Port Parcel 2 (5.0 gross acres) 3.3 $ 8.00 $1,149,984 SDG&E Parcel 7.41 $ 2.00 $645,559 MTDB Parcel 2.44 $ 2.00 $212.573 Total $7.813.792 Cash Balance to BFG at Closing $8.653.721 I Acreage and resulting purchase prices subject I post osing adjustment based upon verified parcel sizes, in accordance wilh Section 5.2. 2 Pori is also depositing into escrow $675,63910 and/or disbursed pursuanllD Section 3.6.3. app ed loward Transfer Activities pursuant to Section 3.6.1 3 This figure is based upon (i) a valuation oU8.0 37.58-acre parcel size, subject 10 post Closing adj the Agency and Rados Parcels; and (iii) an intere per uare foot for the BFG Propeny based upon an estimated under Section 5.2; (ii) a paving allowance of$871,636 for buyd wn oU2,500,000. 4 The price 10 be paid by BFG for Port ParceL 2 i based pon the current estimale of the net usable acres of the parcel, equal to 3.30 acres. 15- <t ~ '0671'.000015172405.09 Ex ibit E (refere ced i Section 2.23) over d Areas 5--- ~ 10671'0000151720405.09 ,; a rlf a= DJ!:J - B Ejl xhi it E (Referen d i Section 2.14) C vere Areas 'H' 5TREET [J ) ,-( lJ o I ~~ . ..-..-;g J .) f QIl Ion . !W. . . S-cJ</ E ibitF (refe ced Section 4.2) H treet Extension I I 5-q;~ 10B711.0Xl015112405_OS .. ~ ~;--\ '\ ' \' ".,>\''l-~ 'j~ \. " \\ .1 .\ \ \ \ 'S'I. ~\~\ ~ .. !l: ,0: ~, i ":i;:: PC' PRop&!h FUTuRE EXTENSION --" T-l~ a ~ ~ . :. u ~ aAliiPPEliwAY ''" . ~ LEGEND , i f ~ INOICATES BUllDINCS TO BE REMOVED 1 , " 10 " 22 25 " " 51 " ,. .. .' .. J" glO g" 912 PRODUCTI~ fJl:lllTY - LARCE ONE-STORY SlOet< STRUCTURE PRODUCTION fACILITY - LARGE m~E.-STORY BLOCK STRUCTURE AONINISTRAllVE: Off~ES - ONE-STORY WOOO STRUCTURE OfflCES NIlD CAfUERtA - TWO-5tORv S1\JCCO STRUCTURE ENGINEERING AND AOt.lINlSTRATh{ OfFICES - ONE-STORY BLOCK STRUCTURE INSPECTION FACII.I1Y - ONE-STOR'f METAl AND CONCRETE STRUCTVRE TR,f,NSPORTATIQN F,rcIUTY - ONE-STORY NOAl.. STRUCruRE PftOOUCTION fACtUTY - LAftGE ONE-STORY BLOCK STRUCTURE TRNiSPORTATION OFFICE - ONE-STORY aLOCK STRUCTURE CUARD SHACK - SIIAl.l ONE-STORY NITAl STRUCTURE orner f"ACILllY l.Eo'5fO TO THE CITY OF' Q{ULA IJISTA ONE STORY WETAl. STRUCTURE PRODUCTION fACIUTY - ONE STOIi'l' STEEL RlGIO FRNJE STRl..ICTl;RE QUAUT'Y ASSUIWIC[ FAC1UTY - ONE-STOfO' WOOD STRUCTURE GAJlAGE - ONt-STORY LlETAL 5TlIuClVRE S......VAGE Y~1l OFFICE - TRAIlER TRANSPORTATION SHOP - ONE STORY MET...... STRUCTURE WAREHOUSE - l.AHGE oNE-SToAY COJoICRtTE TILT-UP STRUCTURE WAREHOUSE - ~GE ONE-STORY COHCROE TILT-UP STRucfURE wAR(HQUS( - l..PRCE ONE-STORY COHCRETE TILT -up STRUCTURE \ \\ 1'0 .. 'lo. '!l ROHR FACILITIES FUEl.. lMKS TO BE RELOCATED .. , f""" f' f'l /,-' ..,.., /.,',,;:: ~ i ~. ., .. ~ : 'c' ~; >~ : '" ... I w !c I "s200' ~ ffi Q l- ii ~ \ - *' N ..; C a e 0 .. .: .. ~ co 5 ... .. ... .. VJ ~ ..c c f;r;l .- ... .Cl"CI ... .. ~ .. t f;l;;1 co ... II ~EXlSilNI:; NORTH/SOuTH II ~~~~ ROAD <771 ...,' " Boo . II 2 ~~ ;-;.". 25.,.- ..!Ut":G EAST/WES~ PRIWd<:Y ACCESS RO,ll() .. \ a . .. 'H' aTREET JO ~E)(15TIHG NORTH/SOUl,", ARTERIAL . ACCESS ROM AOHA FACILITIE) y.....'. .'.-:..W.' TERlINE SDG.&E 69.\.'. . , "' TRANSMISSION LlN~ ANQ_' , -, TowE:RS .\ ~ "-',', . . . '" i " , 72': 'lI , ~ ~ J o ..' 10"; ,.' ,.' l 1 ': - 1.'112'1'0'1'2' I.' I PROPOSED FUTURE EXTENSION OF "H" ST. WEST OF MARINA PKWY (CLASS 2 COLLECTOR) . NO SCALE o. 104' "/- g,' "/. 5" <7' <7' ,,' 8' 8' ,,' 12' '0' '7 '" '0' 5_~' 5.5' - - ~ kkW MARINA PARKWAY EXTENSION ( 4-LANE MAJOR) NO SOLE .'H" ~ ST, EAST OF MARINA PKWY (CLASS 1 COLLECTOR) NO SCALE ..r... I' ~ " . ~4~:~r;t''f 01 JI.tlE 1887 ., i, , .. .:l := .. ._~__n.-: ;;. r PORT OF SAN DIEGO UNIFIED PORT DISTRIC- 'H' STREET EXTENSION AUGNMENT 1 BCJ'r'LE .,..,.."",. ~"ncan SlEET 1 - EXHIIlIT Marina ar 108711.000c1S 172405,09 (refe I ! i !J-- q '\ I~ .' PORT OF SAN DIEGO UNFlED PORT DISTRICT ..AMIA PARKWAY ALIGf..ENT 1 ~._-~_......... I .' , , . -\ ElC3f.II-E -- - ...-.. .-.--;:--..... ... . 08 NOVEMBER IBM 8HI!ET 1 . p...,- A - - - ...---,::--. ...._..:......._.._~,4l:.. . - . -----. , - - .. ~ ... s -\ . .. I -\ \ ::i \ ... .- \ xhi it G (RefereD ed i Section 4.3) -t::... '\ '"' Marina P rkw y Alignment '-T A.. I I i Exhi it H (referenc in ection 6.2.I(b)} Rados P reel/ Easement Area I) The blacked-out area marked on t e att ched map of this Exhibit H is the Easement Area. The map is not to scale. 2) The size of the Easement Area s all n t exceed 1,500 square feet, without BFG's prior approval. 3) City/Agency and BFG shall meet d co fer prior to BFG's development of the Rados Parcel, or City/Agency's installati n of an "entry statement" in the Easement Area. The parties shall use best efforts to insur design and architectural compatibility among the entry statement and parcel dev lopm nt. bfg-m.ExhibiLH 6./9~ It:; l:t I!;:: ___-- '~""C I -- L. .-_- 1- -- ____-- ---.--- .-J " I ~ Easement Area I . NT~RST"U 5" AY I ~ I I I r r .1 I I ....;1 ~ '~r-u ~~ .... > ~ Q zn 8 <<..!) l~ . I I I I [ I 110 J 7fJ 79 Ex ibit H (Refere ed i Section 6.2.1 (b)) Rados arce asement Area i i 'b-q~ AMENDMENT TO RELOCATION AGREEMENT THIS AMENDMENT TO RELOCATION AGREEMENT (hereinafter referred to as "Amendment') is made and entered into effective this 1st day of November, 1999, by and among the CITY OF CHULA VISTA, a municipal corporation ("City "), REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a redevelopment agency formed pursuant to Health and Safety Code ~S 33000 et seq. ("Agency'), SAN DIEGO UNIFIED PORT DISTRICT, a Port District formed pursuant to Harbors and Navigations Code App. I, SS 1 et seq. (hereinafter referred to as "Port') and ROHR, INC., operating as BFGoodrich Aerospace Aerostructures Group, a Delaware corporation and wholly owned subsidiary of The BFGoodrich Company (hereinafter referred to as "BFG'j. All references in this Amendment to "City/Agency" shall refer collectively to City and Agency. City, Agency, Port and BFG are from time to time hereinafter referred to individually as a "party" and collectively as the "parties. " A. BFG, Port and Cityl Agency have entered into that certain Relocation Agreement dated July 13, 1999 (the "Relocation Agreement'). B. The parties now wish to amend the Relocation Agreement as set forth below. NOW, THEREFORE, the parties agree as follows: 1. All references in the text and captions of Section 7.3. 1 (g)(3) and (4) to "$7 Million" are changed to "$12 Million." 2. Section 7.2.12 is amended by deleting the second sentence and replacing it with the following: "Permanent dewatering activities shall not be permitted in connection with the development of the South Campus." 3. The following is added as new Section 7.2.15: "7.2.15 Onsite Incineration. Onsite incineration shall not be permitted in connection with South Campus Environmental Remediation Activities." 4. The following is added to the end of Section 7.5.l(c)(2): "Responsive compliance with agency directives shall be required, provided that this shall in no way alter or diminish any of BFG'sor the Port's rights under this Agreement or under law." 5. Except as expressly amended hereby, the Relocation Agreement shall remain unmodified and in full force and effect. As of the effective date of this Amendment, the term "Relocation Agreement" shall mean the Relocation Agreement as amended by this Amendment. 30121689, '\114230-0039 ~ / ~-S 6. This Amendment has been drafted through ajoint effort of the parties and their counsel and no provision hereof shall be construed in favor of or against any of the parties by virtue of any rule of construction in favor of the non-drafting party. 6. This Amendment constitutes the parties' entire agreement and understanding with respect to all matters referred to in this Amendment. There are no representations, agreements, understandings or covenants among the parties relating to the subject matter of this Amendment except as specifically set forth in this Amendment. This Amendment integrates all of the tenns and conditions mentioned herein or incidental hereto, and supersedes any and all prior versions or drafts of this Amendment and all discussions and negotiations preceding it. No amendment or modification of this Amendment shall be effective unless expressly set forth in writing and executed by the parties. This Amendment may be executed in counterparts. IN WITNESS WHEREOF, this Amendment has been executed by the parties as of the day and year first above written. Port: SAN DIEGO UNIFIED PORT DISTRICT ~:,.~~ Its: City: CITY OF CHULA VISTA, a municipal corporation By: ~/'r~ Mayor Redevelopment Agency: REDEVELOPMENT AGENCY OF THE CfTY OF CHULA VISTA, a redevelopment agency By: ~~ Chair BFG: ROHR, INC., operating as BFGOODRICH AEROSPACE AEROSTRUCTVRES GROUP, a Delaware corporation and wholly owned subsidiary of THE BFGOODRICH COMPANY By: Name: Its: ~:'\"\h G.A.~t:s,.. P.u,i~ 2 5-' <it; 30121689.1 APPROVED AS TO FORM: 0J?.,oag 5- <1 '\ 3 30121689.1 EXHIBIT B ''I .', -, , AGENCY-BFG LAND TRANSFER AGREEMENT ,d I tt \ , 1 ~- q<( 301l2D555.46 '4Zl~O.9, .t .,. '. r Section 1. Section 2. Section 3. 3.1 3.2 3.3 Section 4. 4.1 4.2 4.3 4.4 4.5 4.6 Section 5. 5.1 5.2 Section 6. 6.1 6.2 6.3 Section 7. 7.1 3D02ll"...5!l.411 '~Z3I).OC39 TABLE OF CONTENTS 3.4 3.5 PAGE RECITAL ......................................................................................................................... ] DEFINITIONS ................................................-........_..........._........................................1 "IRE AGENCY'S TRANSFER OF TI:tE AGENCY PROPERTY TO BFG ...................2 Transfer of Agency Property...........................................................................................:2 . , Purchase Price. ............:................... ......... .....-..................................... ........................... 3 Condition of Agency Property. .......................................-...........-............_...._......3 (a)' Environmental Matters. ..........................................................................................3 (b) Physical Condition. .....................-.................................:.......................................3 Representations and Warranties bfthe Agency. .................................-.........__...........3 Condition of Title. .................................................................. .......................................... 4 THE AGENCY'S TRANSFER OF TI:tE RADOS PROPERTY TO BFG -....-..............4 Transfer of Rados Property. ..........................................................-...-...........-._........4 Purchase Price of Rados Parc:eL................................................................................._4 Acquisition of Rados Property. ...........-..-................................................................... 5 Condition of Rados Property..............:........._...................................................................5 (a) Environmental Mattets. ..........................................................................................5 (b) Physical Condition. ..............-.--...............-....................................................5 . Representations and Warranties ofthl: Agency. ...-........-.............................._.........5 Condition of Title. ................................................._........................................_._........6 CONDmONS PRECEDENT .................~........................_..........................___......... 6 Condition in Favor ofthl: Agency....................._.............._........................................... 6 Conditions in Favor ofBFG...................................................................__.._.._...... 6 CLOSING ............................................-.....__.............................................................. 7 Closing Date............................................_..............____.............................................7 Agency's Obligation to Close..................._..................................................................... 7 Other Closing Obligations. .............................................................................................. 7 GENERAL PROvrsIONS.._......_.............................................................................8 Notices.......................................__..........................._...................................................... g i 5-'1\ "-. Vol r I. I. "': I. TABLE OF CONTENTS (Continucd) PAGE 7.2 Entire Agreement, Waivers, AlnendmClJls. _........................................._._....................8(a) 7.3 Exhibits. ....................................................................._._........._..................................... Sea) 7.4 Specific Perionnimce. .............................--..............__.................-..-......................8(a) 7.5 General Provisions ofReJocation Agrcement Incorpora!ccl....._....................................9 ~.... \ (1) 30C2DS5BA6 14230-0039. AGENCY-BFG LAi'lD TRANSFER AGREEMENT THIS AGENCY.BFG LAND TRANSFER AGREEMENT (the "A.greement") is made by and between REDEVELOPMENT AG'ENCY OF THE CITY OF CHULA VISTA, a redevelopm.ell1 agenc:y fonned pursuant to Health .and Safety Code H 33000 et seg. ("Agency"), and ROHR, lNe., operating as BFGoodrich Aerospace AcrostIuctUrcs Group, a Delaware corporation and wholly owned subsidiary of The BFGoodric:h Company (''BFG''), as of November 16, 1999 (the "Operative Date''). The parties agree as follows: Section 1. RECITALS The parties, together with the City of Chula Vista and the San Diego Unified Port District, have entered into that c:ertain Relocation Agreement dated July 13, 1999 (the "ReIoClZtion Agreement"). The Relocation Agreement requires that BFG and the Agency enter into this Agreement to provide for, among other things, the transfer to BFG of certain real property owned or to be obtllined by the Agency and located in the Chula Vista Bayfront, as shown on the map of the New BFG Campus attached as Exhibit 6 (the "New Campus Map'j, all in ac:cordance with .the tenns and conditions of this Agreement. Section 2. DEFlNITIONS Capitalized tenns not otherwise de1ined in this Agre::ment shall have the fo Ilowing meanings: . 2.1 "Agen.cy" means the Redevelopment Agency of the City of Chula Vista, a redc:velopment agency fonned pursuant to Health and Safety Code H 33000 et seg. :Z.2 "Agency Land" shall have the meaning set forth in Sec:tion 3.1. 2.3 "Agency Property" shall have the meaning set forth in S=ction 3.1. 2.4 '~:ency Property Title Policy" shall bave the meaning ~et forth in S=ction 3.5. 2.5 '~gre/!1nent" means this Agency-BFG Land Transfer Agreemenl 2.6 "Assignment of Order of Ponesswn" shall 'have the meaning' set forth in Sec:tion4.1. 2.7 "Bayfrontn shall have the meaning set forth in the Relocation Agreement. 2.8 "BEG>> means Rohr, Inc., operating as BFGoodrlch Aerospace Aeros!ructUreS Group, a Delaware corporation and wholly owned subsidiary ofIhe BFGoodrich Company. 2.9 "Closing" shall have the meaning set fo~ in Section 6.1. 30C205Ss...e'423O-D039 ~/\ \) \ '.' 2.10 "Closing Date" shall have the meaDing set forth in Section 6.1. l.ll "Development A.greement" shall have the meaning set forth in the Relocation Agreement 2.12 "Disapproved Exceptions" shall have the meaning set forth in Section 3.5. 2.13 "EnvironmenuzJ State" means Environmental Conditions in, on, around or under. or Environmental Releases from, the applicable property; the existence or non-existence of Environmental Claims (or threatened Environmental Claims), Environmental Costs or Environmental Remediation Acthities affecting or concerning such property; and/or any other matter affecting such property that is governed or regulated by applicable Environmental Laws. 2.14 "Escrow" means the escrow account established by the parties with the Title Company. 2.15 "New Campus Map" sha1I have the meaning set forth in Section 1. 2.16 "Operathie Date" means the date of this Agreement. 2.17 "Rados Brothel'S" means the owners of record of the Rados Land as of the Operative Date. 2.18 "Rados LlZIld" shall have the meaning set forth in Section 4. L 2.19 ''lUuIos Property" shall have the meaning set forth in Section 4.1. 2.20 "Rados Property Title Polit:y" sha1I have the meaning set forth in Section 4.6. 2.21 "Related A.greements" shall have the meaning set forth in the Relocation Agreement. 2.22 "Relocation A.greement" shall have the meaning set forth in Section 1. 2.23 nTztle Company" means Chicago Title Insurance Company in San Diego, California. Section 3. THE AGENCY'S TRANSFER OF THE AGENCY PROPERTY TO BFG 3.1 Transfer of Agency Property. Subject to the terms and conditions of this Agreement (including specifically referenced provisions of the Relocation Agreement), the Agency shall transfer and convey to BFG, by grant deed, a fee simple interest in the Agency Property (the uAgency PrDperty"). The Agency Property includes: (a) that certain approximaIely 3.6S-acre portion of real property owned by the Agency and located on Bay Boulevard south of Lagoon Drive, as shown generally on the New Campus Map, a legal jescription of which is attachc:cl as Exl:n'bit B (the "Agency Land'); (b) all of the Agency's right, 3002058.4<; 14230.0039 5-'" \ t)~ 2 --. ,o... ~ title and interest in any and all appurtenant rights, privileges and eas=ents in and to the Agency Land, including, 'without limitation, all min=Is, water, oil, gas and other hydrocarbon substances; and (c) all of the Agency's right, title and in!l:rest in all development, air and water rights relating to the Agency Land. 3.:Z Purchase Price. The purchase price to be paid by BFG to Agency for the Agcncy Parcel is $1,271,952, 3.3 Condition of Agency Property. (a) Environmental Matters. The respo~bilities of the Agency and BFG for the performance, managcmeZlI and coSts of environmental matters and activities arising in connection with or conceming the Agency Property shall be as set forth in Section 7 of the Relocation Agreement, which obligations shall survive the Agency Property Closing and the delivery of the grant deed, for, and conveyance of; the Agency Propeny. (b) Physical Condition. The Agency Land shall be cleared and graded by the Agency to the contours reasonably required by BFG, at no cost to BFG. BFG shall present a plan for any required contouriJlg within 12 months after the Closing. The parties shall then, within 90 days thereafter, agree I1pona final contol1Ting plan and schedule for its implementation. 3.4 Representations and Warranties of the Agency. Except as specifically srated in this Section 3 andlor Section 7 of the Relocation Agr=ent, Agency shall convey the Agency Property to BFG in an "AS IS" condition, with all faults, and, except as specifically stated in this Section 3.4, Agency makes no representations orwilIIaI1tics to BFG with respect to any aspect of. the Agency Property, including, without limitation, value, fitness for a particular use or PUlJlose, physical condition, Environmental State, the sratus of title, availability of access, ingress, egress, water or utilities, or any other matters. The Agency represCllts that, to the best of its knOwledge: (a) There is no pending litigation adversely affecting the Agency Property or the Agency's ability to convey the Agency Property; (b) With respect to the Agency Propeny, there are no contractual commitments which have been made to any gov=ental authorities, utility companies. school districts or other governmental agencies which would impose an oblIgation on the Agency or its successors or assigns to make any conttibu1ions or dedications of money or land or to construct, install or maintain any improvements of a public or private nature on or off of the Agency Property; and . - (c) Except for the Relocation Agreement and the Related Agreements, there are no leases or other agreements affecting title or possessory rights to the Agency Property which would extcnd bcyond the Closing Date, except for matters of record afTec:ting title to the Agency Property. The Agency shall indemnifY, defend and hold BFG harmless from and against any claims, demands, causes of action, li2bilities. losses, costs and expenses, including, without limitation, a1tomeys' and experts' fees and costs relating to or arising out of any breach or 5~ 10.) 3 3002=.4614230-0039 untrUth of the representations and wananties in subparagraphs (a) through (c) above. This indemnity shall SlJIVive the Agency Property Closing and the delivery of the grant deed for, and conveyance of; the Agency Property. 3.5 Condition of Title. The Agency, by grant deed, shall convey to BFG a fee simple interest in the Agency Property free and clear of all liens and monetary CIlCllIllbranccs, with the exception of the lien of non-delinquent real estate taXes and llSSessments not yet due and payable, and all other liens and encumbrances of record, and subject to the exceptiOIlS to title listed in the Preliminary Report, dated November 4, 1998, issued by the Title Company (Order No. g81 01 086-UI5), excluding those exceptions to title that are reasonably disapproved by BFG. BFG shall, on or before December 3, 1999, provide Agen-:y with written notice of such exceptions to title that it reasonably elects to have removed (each, a "Disapproved Exception ". Agency shall cause City to remove any Disapproved Exceptions that City is able to remove as a sole beneficiary, provided that City determines that such disapproved exceptions are no longer necessary to serve public purposes; furthezmore, Agency and City shall cooperate with BFG (at no cost to C"ny or Agency) in seeking to remove any third-party Disapproved Exceptions. The condition of title shall be evidenced by an ALTA policy oflitle insurance (the "A.gency Property' Title Policy") in an amount reasonably requested by BFG showing title vested in BFG subject only to those exceptions expressly permitted by this Section 3.5 or otherwise consented to by BFG. . Sectipn 4. THE AGEJ.~CY'S TRANSFER C;>F THE R..u>OS PROPERTY TO BFG 4.1 Transfer of Ratios Property. Subject to the tezms and conditions of this Agreement (meluding specifically referenced provisions of the Relocation Agreement), the Agency shall transfer and convey (or caUse to be transfmed and conveyed) to BFG, by grant deed, a fee simple intc:rest in the Rados Property. (the "Rruios Property". Provided, however, that if as of the Closing Date. the Agency has not acquired title to the Rados Property but is proceeding to . acquire title by erninent.domain, the RadDS Property shall be conveyed to BFG by assigmnent of an Order of Possession with rights to after-acquired title ("A.ssignment of Order oIPossession'~. The Rados Property includes: (a) that certain approximately 3.02-acre real property owned by Rados Brothers and located at tlie comer of Bay BouleVllrd and Lagoon Drive, as shown generally on the N~Campus Map, a legal description of which is attached' as Exhibit C (the "RJuJos Land'~; (b) all of the right, title and interest in any and all appune.c.ant rights, privileges and casements in and to the Rados Land, including, without limitation, all minerals, water, oil, gas and other hydrocarbon substances; and (c) all d.cvelopmcn4' air and water rights relating to the Rados Land. 4.1 Pllrchase Price of Rad.os ParceL The purchase price to be paid by BFG to Agency for the Rados Parcel shall be the amDunt paid by Agency to the private owner thereof; whether dct=ined. through a vol!lIltaIy agreemcnr, by settlement, 01 through a coun proceeding, subject to the limitations set forth in Section 3.2.2(d) oftbe Relocation Agrc=ent . 5~ \ \) \ 4 /a~ I 9- O( 30020558.45 14230-0039 J '_ J I . ( I L i . 4.3 Acquisition of Rados Property. BFG and the Agency acknowledge that the Agency has adopted a Resolution ofNeeessity authorizing the acquisition of the RackJs Property by erninf'!1t domain. In the event that Agency is not able to acquire the Rados Property voluntarily. and either elects not to complete eminelJt domain or is unsuccessful in its pllISUit, and as a result is unable to deliver possession of the Rados Property at the Closing, BFG shall have the option, in its sole discretion, of electing to receive One Million Fifty-Two Thousand Four Hundred and Ten Dollars (51.052,410) out of Escrow in lieu of acquisition of the RackJs Property, . nv. V j I L r . ~ 4.4 Condition of Rados Property. (a) Environmental Matters. The responsibi1iti~ of the Port, the Agency and BFG for the performance, management and costs of environmental matters and activities arising in connection with or concerning the Rulos Property shall be as set forth in Section 7 of the Relocation Agreement, which obligations shall survive the RackJs Property Closing and the delivery of the grant deed for, and conveyance of, the property. (b) Physical Condition. The Rados Land shall be cleared and graded by the Agency to the contours reasonably ~..quircd by BFG, at no cost to BFG. BFG sball pres=nt a plan for any required contouring within 12 months after the Closing. The parties shall then, within 90 days thereafter, agree upon a final contouring plan and schedule for its implementation. In connection v,-jth the agreed-upon contouring plan, Ag=ncy will mange for the removal and off-site disposal of the slab. 4.5 Representations and Warranties of the Agency. Except as specifically slated in this Section 4 and/or Section 7 of the Relocation Agreemem, the Agency shall convey the Rados Property in an ".~ IS" condition, with' all faults, and, except as specifically stated in this Section 4.5, the Agency makes no representations or warranties to BFG with respect to any aspect of the Rados Property, including, without limitation, value. fitness for a particular use or . purpose, physical condition, Environmental State, the status of title, availability of access, ingress, egress, water or utilities, or any other matters. Thl: Agency represents that, to the actual knowledge of the Agcu:y personnel involved in the acquisition of the Ra.dos Property: (a) ~.her than the pending erninell! d~ proceeding regarding the Rados Property, there is no pending litigation adversely affecting the Rados Property or the Age:ncy's ability to convey the Rados Property; (b) With respect to the Rados Property, there are no conlIactual conmutments which have been made to any govemmental authorities, utility companies, school districts or other gov=mental agencies which would impose an obligation on the Agency or its successors or assigns to make any contn"butions or dedications of money or land or to construct, install or maintain any improvements of a public or privatI: nature on or off of the Rados Property; and (c) Except for the Relocation Agreement and the Related Agreements, there are no leases or other agreements affecting title or possessOI)' rights to the Rados Property which would ~ \ \)5 3002055a.48 1=~039 5 e~end beyond the Rados Properl)' Closing Date except for malteI3 of record affecting title to the Rados Property. (d) Notwithstanding the foregoing, the parties have l:Iltered into an easement agreeml:llt with respect to the Easeml:llt .-'\rea of the Rados Property PtlI3uant to Section 6.2.] (b) of the Relocation Agreement, which may affect the foregoing representations. The foregoing representatioDS are based upon the actUal knowledge of the Agency persolJIlel directly involved in the acquisition of the Rados Property, without having performed, and with no duty to perform, any investigation or inquiry regarding these matters. The Agency shall indCIllIl.iiY, defend and hold BFG hannless from and against any claims, demands. causes of action, liabilities, losses. costs and expenses, including, without limitation, attoDleys' and experts' fees and COsts relating to or arising out of any breach or untruth of the representations and warranties in subparagraphs (a) through (c) above. This indetlJIlity shall survive the ClOsing, and the delivery of the grant deed for, and the conveyance 0:1; the Rados Property. ll'th_ ;" 4.6 Condition of Title. The Agency shall convey to BFG, by grant deed, a fee simple interest in the Rados Property (Dr, if applicable pursuant to Section 4.1, an Assignment of Order ofPoss~ion) free and clear of all liens and monetary encumbrances, with the exception of the - -llCii"'oI iitin-delinquent r=al> estate tllXes and assessments not yet due and payable, and all other liens and encumbrances ofreeord, a:l!.~ subject to the exceptions to title listed in the Prclimin"'J' Report, dated November 2, 1998, issued by the Title Company (Order No. BBIOl089-Ul5), excluding those exceptions to title that an: reasonably disapproved by BFG. BFG shall, on or before December 3, 1999, pT'O'l.ide Agency with written notice of Disapproved Exceptions. Agency sha1I cause City to remove any Disapproved Exccptiops that City is able to remove as a sole beneficiary, provided that City detctinines that such disapprOVed exCeptioDS are no longer necessi!Xy to serve public PllIposes; furthermore, Agi:nc:y and City shaIJ cooperate with BFG (at no cost to City or Agency) in seeking to remove any third-party Disapproved Exceptions. The condition oftitJe shall be evidenced by an ALIA policy oititle insurance (the "Rados Property Tztle PoIky" in an lUIlount reasonably requested by BFG showing title vested in BFG subject' o:o1y to those exceptions expr-...ssly p=itled by this Section 4.6 or otherWise conseoted to by BFG. . Section 5. CONDmONS PRECEDENT 5.1 Condition in Favor of the Agency. The Agency's obligation to close under Section 6 and to convey the Agency Property and Rados !,roperty to BFG is expressly COl:lditioned upon the satisfaction of the following condition precedent: BFG shall have fully perfozmed and complied in an material respects with its obligations. covenants and agreemeots with regard to the Agency Property and Rados Property under this Agre=ent and the Relocation Agreement, and. shall not be in default under any other provisions of the Relocation Agreement 5.2 Conditions in Favor of BFG. BFG's obligatiOl:l to close under Section 6 is expressly conditioned on the satisfaction of each of the following conditions precedent: ~.\~~ ~002D55e.46 '4230-0039 6 J 1 ;1 I j , 1 : , I IIU. V;1i , I (a) The Agency's Compliance. The Agency shall have fully performed and complied in all material respects with its obligations. COVenants and agreements with regard to the Agency Property and Rados Property under this Agr=~ and the Relocation Agrcemem, and all of the representations and warranties made by the Ag~cy in this Agreement shall be materially true and correct as of the Closing Date. (b) Agency Prepared to Convey the Arellcy Property and Rados Property. The Agency shall be prepared to proceed with its obligation to convey the Agency Propc:ny and Rados Property to BFG as of the Closing Date, and shall have caused the documents and funds referred to in Section 6.2 and Section 6.3 to be delivered into Escrow. . (c) Tide Policies The Title Company shall be ready, willing, and able to issue the Agency Property Title Policy and the Rados Property Title Policy as of the Closing Date. Section 6. CLOSING 6.1 Closing Date. It is the parties' intention that all of the transactions and a.greements eODtempla1ed in this Agreement and the Relocation Agreement (with the exception of the transfer of the MTDB Parcel, as defined in the Relocation Agreement) shall be concluded through a concurrent closing ("Closing"). The Closing shall occur with respect to the Agency Property as soon as pra..ctiCBble after approval of the Relocation Agreement by the State Lands Commission, and, with respect to the Rados Property, as soon as Practicable following adjudication of the Agency's right to take, or such other dare as theparties niutuaIly agree in writing (the "Closing Daze''). The Closing, for PUlposes of the transfers described herem, shall be deemed to have occurred when a duly executed and acknowledged standard Title Company grant deed conveying the Agency Property to BFG is recorded in the official records of SanDiege County and when a duly executed and acknOWledged Title Company grant deed (or AssignmCIlt of Order ofPosscssion, as applicable P1lISU2nt to Section 4.1) conveying the Rados Property to BFG is recorded in the official records of San Diego County. 6.2 Agency's Obligation to Close. Within one day prior to the Closing Date, the Agency sha11 deliver into Escrow duly executed. and acknowledged standard Title Company grant deeds (or, if applicable for the Rados Property, an AssignmCIlt of Order of Possession) in favor ofBFG conveying the Agency Property and Rados Property to BFG, subject only to the exceptions described in Section 3.5, to be held unol the Closing. . 6.3 Other Closing Obligations. (a) Upon the Closing, the Agency shall deliver possession of the Agency Property and Rados Property in the condition required by this Agre=eDt and the Relocation Agreement, free and clear of all tenancies and parties in possession. (b) Each party shaIJ deposit in a. timely manner all documents, funds and wrinen escrow instructions in Escrow with the Title Company as may be necessazy for conveyance of the Agency Property and Rados Property in accordance with this Agreement or as may be reasonably requested by either party. -b--t"b1 30020558.46 14230-0039 7 .~. ...,.... . . : J. (c) Transfer taxes shall be paid by BFG. The COst oithe Agency Property Title Policy and Rados Propeny Title Policy shall be paid by BFG. Escrow fees and all other closing costs shall be shared equally betWeen the parties. Real estate taxes shall be prorated as of the applicable Closing Date based on the best a:vallable estimate of real estate taxes for the Period during which the Closing occurs, subject to final adjustment after Closing if requested by either party in writing within one year following the Closing Date. Any 'adjustment shall be based on the actllal tax statements recei....ed for such period. Each party shall be responsible for the coSts of its own consultants and legal counsel. (d) From and after the Operative Date, the Agency shall not create or consent to any additional eaSements, leaseholds, tenancies, liens, options, or other encumbranees against the Agency Property or Rados Property wi!hout BFG's prior written approval, which approval may be withheld in its sole discretion. Section 7. GENERAL PROVISIONS 7.1 Notices. All notices, demands and cozrespOJldenee required or provided for under this Agreement shall be in writing and delivered in person, sent by certified mail. pOstage prepaid or sent by a nationally recognized overnight courier that provides documentatiOJl of delivery. Notices to the Agency shall be addressed as follows: Redevelopment Agency of the City ofCbuIa Vista 275 Fourth Avenue ChuIa Vista, CA 91910 Attention; Director of Community Development Notices to BFG shall be addresSed as follows: BFGoodrich Aerospace Aerostruetllres Group 850 Lagoon Drive ChuIa Vista, CA. 91910-2098 Attention: Art S.cJ1gren With a copy to: McCutchen, Doyle, Brown & Enersen 1333 N. California Blvd., Suite 210 P.O. Box V Walnut Creek, G..-'\. 94595 Attention: Geoffrey Robinson 5-' ~'\) ~ =0558.46 1~23~039' g , ! ....J ',"j' :;1 \1 i "..! i i I j r , l"".I. iljlL " 'J ( With a copy to: BFGoodrich Aerospace AeroSttUctures Group 850 Lagoon Drive Chula vista, CA 91.910-2098 Anention: Group CO\lJlSe1 A party may change its address by giving notice: in writing to the other parties in the lIlalUler provided above: Thc:rc:afrc::r. notices, demands and other correspondence pertinent to this Agreement .sbaI.1 be addressed and t:ra.nsm.ined to the new address. ' 7.2 Entire Agreement, Waivers, Amendments. This Agreement, together with the Relocation Agl'eement, constitutes the entire understanding and agreement of the parties with respect to the tramfer of the properties descnbed herein. This AgreemCllt, together with the Relocation Agr=nt, integrates all of the teDns and conditions mentioned in these agreements or incidental hereto, and supersedes any and all prior versions and dzafts of these or any other agreements and all negotiations or previous agreements between the parties with respect to all or any part of the subject matter hereof. Tn the event there is a conflict between the pro'~sions of this Agreement and the Relocation Agreement. the Relocation Agreement shaJ.1 control. All waivers of the provisions of this Agreement must be in writing and signed by an authorized representative of the party sought to be charged with such waiver. The waiver by any party of any tezm, covenant, agTCement or condition cOnWned in this Agreement shall not be deemed to be a ~'aiver of any subsequent breach of the same or any other term, covenant, agreement or condition, nor shall any CUStom or practice which. may grow up between the parties in the arlmifti"tIation of this Agreement be construed to waive or lessen the tight of any party to insist upon penoImance in strict ac:c:ordance with all of the provisions of this AgreemCIlt. 7.3 Exhibits. The follOwing exhibits are incorporated herein and made part oftbis AgreemCIlt. Exhibit A: New Campus Map Exhibit B: Description of Agency Land Exhibit C: Description of Rados Land 7.4 Specific Performance. In the event the Agency defaults in its obligation to tnuJsfer and convey the Agency Property" as required by this Agreemc:nr, BFG shall have the right to specifically enforce the Agency's p~ormance hereunder. The Agency and BFG agree that monetary damages or other legal or equitable remedies ' would not be sufficient to compensate BFG as it would be extremely difficult, if not impOSSible, to adequately calculate the monetary' value of the conveyance of the Agency Property contemplated by this Agre.."lnent The Agency and EFG agree that the :f;'-- \ b\ 30020556.46 '''230-0039 8(a) '. NO. Om ij ',t '. I. '. (- .~ consideration that each party is to receive under this Agreement is fair and reasonable and that specific performance of this Agreement wouUl not constitute a penalty or fomitui-c against the Agcn cy. 7.5 General Provisions of Relocation Agreement InCOrporated, The General Provisions of the Relocation Agreement (Sections 9.1-.9.17, inclusive), excepting Sections 9.8, 9.11, and 9.13, arc hcn:by incorporated by this reference and shall goVom ant! apply to this Agreement as if fully set fonh herein. Date. IN WI1N.Ess WHEREOF, the parties have ~ecuted this Agreement as of the Operative Age!lt:y: REDEVELOPMENT AGENCY 01" THE CITY OF CHtJLA VISTA, a redevelopment agency By: ~"/'7-!~ BFG: . By: Neme: Its: :!tORR, lNe., oPerating as BFGOODRICH AEROSPACE AEROsnmC11JREs GROUP, a DelaWare COrpOIatioll and Wholly owned subsidiaxY of THE BFGOODRICE: COMPANY ~~G.A',",~lo. 1'Aotl~ Approved as to form: %8u r '\...,.. 5--- \ \ 't> 300ZCSSB..t4 14Z30.0039 .9 . ! :".1 '.' "f ':') :'1 :1 :'J I '1 j . / . E~rr A (New C~pus Map) 6/ l \ \ .r ~ ~u. G3/L '. ,; '.,: , ,.f "." ::::.1 ~ .' ' . . j . ..1 ',' j " I -"1 ""j' " ,',' ,~ i " i .. j ,', .('~ nlJ. VJIZ". 'T. ~c " " __.r~ Q tJ =.; ~ i. '" .. ~ ~ j . ! .. ~ i ~ . . i . ~ . \ \ I El :I .r~ 10 ::!I i! ~, 1$/ "'I " - ..--. !-r ,~ 01111 , :~~I i , II t;; i .. .. .. .. E - .. .. ~ . .. > .. f' .. ._ 0 n .. a .. Z .... . a ;; .- :: '1 Ii . .. !! .. . ... - " 0- D ~ .. a ~ :I ~"I g .. .. a ~ II .e ~ is . D D ~ .. - .. 5! ~ . 5/\ \ I.. NEW CAMPUS EXHlBITB (DCScriptiCII of Agency Land) 5--\ [] 30020SS!.44 '4230.00;l9 ...... "'oJ' '" .. I r " ,. '- Page 1 OTd.,.;.;c, 30101081> ?'>?.= 1: 15.7-022-:;5) DESCRIPTION = PJ>.AT OF ~ ?OR'l'ION OF !r3 SOt:I".:m;u.y US.DD FEn OF '!liE NO~y See.OD }.s ~S IN Co."lMON OF ~= WES1'ERl.Y Om:-m? OF '!liE Sot7Illl/ES'1' Om:-~ OF Q1D\RTEll. SO:OION H2, OF ltANt:aO ~E I.1.. NACION, :eN 'Ia CIn OF CE:llIJ>. V'ZSDI, COtim't OF = ~IEGO, State cf Ca.l:Lfc=.ia, ACCORDINe: 1'0 MAP :t'li!:E:REOF NO. 166 MADE: BY MORRILL, ON FtLr: m 'I'lii: OZFI~ OF :I$: COllNTY RECOlm:;:a OF D.N P:O:C:O Comm, AS CONVEnlD TO r.:iE Stan of Califc;:--...:!... BY DEE!) RECORDED Di:CEMBE!. l2, 1,908 AS :-ILi: NO. 217540 OF O=:ICIAL P.!:CC)lUlS; S:O.IIl ?-.a'1' :!:ElU:By COl-Iv<oxEll DESCltIl3ED :o.s FOLLOWS: :SEGDlN:iJ<"c: A:!' ~= NOP.:niWES'I.E:lU.Y CORND OF SA.:,-n STATE L1.:blD; 'l"lGNc::E: ALONG :I$: FOLLOwrnG Ni:n'IB:t:l1.z:.""D COURS:E:S: ell A.l.OI,iG 'l.E: NORTll:E:!U.Y LINE OF SAID FMc::E:.. 0:- LAND NOP.:rR n" 02' 2'" ~l', 3:U.34 :FS1'; (2) L:E:1l.VIN3 SAID NORTliEl!Ly LDlE SO~ .4' 45' 46" ~, 57.71 n:.E::r TO A ~ COlt'V'i:, CONC:AVE SOll'IAW:E:ST.!:RLY; (3) ALONG SAID CUR1T.5: WI'n1 A RAIlIOS OF l,SiD.DO FE:;:T, nl:il00G:!l :AN},NGLi: OF 2' 04' Ol', A DISnNa: 0::- n.07 n:E7' :ro 'Ia NON-';llNGEN'X S"u~'",,",,-,-,Y LJJlE 0::- SAID PU= OF :r..ANll: (4) ALONG: SAID SOO!."!l:E:RI.Y L= SCIO'rJt 72" 02' 24" m:s7', 3S3. 70 FrE:r :ro 1= WESTDLY L= OF SAID PAI/crL OF LAIm = 'Ia :E:AS'1':E:..'U.Y RIGliT OF ~ LINE: OF ,,= S1>J< PI::GO Ah"D A.UZQNA ~'t.~ ll.AILR01>..!l COMPn.'Y: (S) ALONG s>.:m WESttRLY L:Di:E: A..'O :;u=~ OF WAY LIN:;; NORI:!l: 17' 47' 22" "'i:ST, US.Ol FEET :ro 'Ia ~OIN'X OF BEGlw..n,'G. :!'MCEL 2: (51)7-022-17) 'Ia lJOl<I=.u.y so FE,,:!, OF 'n".A:r ?OR'Z'IO~ OF :rm: WES'IERL1!' ~ OF TEll. SO~s:rn:.y O'OMttR OF OOA:i\:I""...R S:E:CTION H2' OF RANCEO DE :LA N:1'.CION, IN = CIT1I OF CH01.A VIsn., CO'llN'I'Y OF = DIEGO, St:ate of Ca.lifc=ia, ACCORDJJ;G TO M1U> ~O:;' ~=E :!l't MOr.J!.ZU., .NO. lH, FILE!) ZN I= OFFICE OF :I:CE CCltlNn" :R!:COP.Dl!:Jl. pi' S1>J!1 OZ3GO COUNr.C, LYING SotI'1'E:E:RLY OF :r.!lE SOuJ:=ALY L:tml OF :r.!lE :NCR~Y SSS ,<.<OJ: OF SAJIl "'i:S;r.:.r.LY P.:ALF 0:: SJ..!!l SOt.rr=WEs'I'!:iu.y C1U"'..:R:l':E:lt. "XCEnZ..'i'G ~FAOM JU..'Y ?OR:rION LYING :E:As:I':;:l\LY OF !ll:E: WESI:!:!l.!.Y I.I1<~ OF '.. S'Z'A'n: :3J:CE:'rll'.Y AS GRA..'i"n:D 'XO ..... State of Califor.oia :sy DE::!) ~C:ORD!:D ~:::R l,9, l,94,9 IN :SOOK 3321, p~ 4el OF On'ZCIAL ~COiDS. .>.LSO :!:Xcrp'!'l:NG ~.zFAOM r.=:s W:;;SnJU.? 20 ",=r :r:5l::RE0.. ALSo ElCG:PT.I:NG ..-.:o="'TI1.OM :rE:1a !'OaTION AS C~ 1'0 ..= St:ate of Califor.Ua POR F:"..z.,.~ !'tT"'.....OSES 3Y tJ.r.<.JJ XECO~EIl ON APRIL 9,-1908 AS m::: NO. 56477 OF OFFICD.L XECOr":DS m = O?FJ:CE 0:: l= COtJ"N'!Y :R!:CORDE:R OF = O:O:GO COUNTY. P.'l..'tCEL 3: (51)7-022-31) ~ J?O~ION 01' TB!: SO~Y SO.OO "'....;r 0:;' TEE .NO!l:I:a:ElU.y 746.00 Ui... = 'lEE . It'i:Sn:lU.Y 40'.00 1'"""1' OF ""'" SOu-'='<LY aO.OD FEET OF = NOR~..;.:..'LY S28.00 .=J: 0::- TEll. ,~J::i:aU.Y ~ 0:;' ~= soun;rr---S.......:r.1!' QlIlUt:rEll. OF Qtl1I1l.'I'li:R SEOIClI>T 162 O. :RA.>q~O DS L'l. :NACION, m:r.!lE eIIT OF CEllLA VISZ'A, C01INTY OE' SAN D:O:c:o, State cf Califc=ia, ACCO?,pINe: 'Z'O ~.1\P TEll.REO:::NO. 16., MAPE :BY MORRILL, FIP'''' IN :r:e::: O:FFIc::E: 0:;;- = COllNI'r :!l.E:C:O~ER OF S1>J!1 DIi:GO COON'l'Y, Lyme: WES'IERLY 0," = HES~.:...'<!;Y LINE OF TEll. CA1.Ii'ORNIA S'I'XI:'E newAY AS CONV;E:n:D :BY nm Sute of Califc=.ia ::I'll' DEED p.zCo:em:o SE...~.:....,-l!:Jl. :1.9, l!lU, IN :BOOl:: 332l, PAGE' 4,81 OF 7:rCIAL :RECORDS. ExCEP'IJ:NG nOM ...:... AEOV'i: DESC,RZiSEl:) PROP3Rn. ~= WESn:lU.Y 20. 00 FE=::r ZI!!~OF. '5--- \\ ~ , I I I I I I I I i I , ! i , I I I .~ :, I Pa;r: 2 OidcrNo. se~OUS6 ;:.LSO :::XCZ:?TmG =.'r :?Oll.:-!Cl, 30, ~S6S ~ r~T~ NO. 235054 DESCRIPTION AS CON""v~ 'IO J.':'::' S-::ate of Cal:.fo:::.ia, ON D~~~ or On-IC:.;u. :;u:coms. PARCEL', [567-022-3)) 1M'!' PORn ON OF 'XD Sf.llJ ...~y B 0 . 0 r ~... 0: 'IE: NOF.niERLY 828. 0 ~:r OF ....-:.=. ,,=:S1ZRLY BAl.: OF ~ sotmr.rr:Sn:RI.Y Q~.Jin:P. S!CT:i:ON lC2 OF P.1lNC!lO m: LA NAC!ON, IN ra CIn' OP C!lllT...A VIS'XA, COtJ"N'!'Y OF SAN !)U:GO, selle.. of Califo:::l.:i.a, ACCOP.I):tl;G TO MAl' =0: NO. H., ~E:BY MOR..UL!.. ON F~ IN'rlll; O:F!CE OF TIi!: COllN:!Y UCOF..!l!R OF SAN DIEGO CouNn, !..YJ:NG WES'r.E:IU.1:' OF T.E:E w.::STmu.Y L!m: 0: """" CAl.!FOmnA Sv..T.: :e::r",...wAY, ;..s; CONP~~ ay 'I:!i!: STAn OF CALJ::FOllNI.\ INS'IP.'lJMDn :;U:CORl:l~ n::BR1D'3.Y 27, ~!ii0 AS nT.", 1iI0. 37~J.S'O: OffICIAL r.3CORDS. .- EXa:?'I'ING nOM Z""" ;,DOW lr<.SCP.:r3ED :?;l.OP5:!tn' 'IS::: WES'XEllLY 40.00 FEET .LA:..'<.EOF. :?A.'l.CE!. 5: 15&7-022-2B) 1"-..2 1'<-oI!.'I'EZRLY 75 F&."'T OF ~:r PORTION OF = m:S'I'!l<LY = OF TIi!: SO~Y QUAR= OF QUARn:R SECTION U:<! 0: AANC!lO DE IA NAaOlil, IN = CIn OF == V1:S'I'>.. COtlNr.( OF SAN D:LE:GO, Stat.e of Ce.lifo=ia, ACCORDING 'XO MA!' ~OF M1l!lE 31:' MORiUL!.., NO. ~.., FILED I~ """" OffIa; OF .L= COllNTY UCORDn OF SAN Dr!:GQ com."'rY, ~y :L~. :UU, L~ SOtT.J:E:EELY OF 'II-:J:: sc,.,...=>l<LY LI:Nl!: OF 'I!!:S !iIOa=..'U.y B2B :F~... OF "I:!lE SOi:T.I:li"WES:r.EilLY QUA."-n."t OF SAID QIDJ/.'XER SECT!ON 102 1'.Nl LYJ:NG ilEsn:?.LY OF !'::!E FOLLOw:!:NG Il!Sa!3!!:1 LINE: EEGJ:NN:I::&G = A :;>0= ON = SO~y LDl:!: OF SAID QWUl.'l'ER S1::=0N" :LS2, DIS'I'AN"r ...=":::ON NO:aTl!: 72' 06' 52' ~1', :lB.L57 :=';:E1' nOM = SOll':I:lliiES'X co;u."Dl O:F QlJAa....... SEC;:".l.ON :LE2, = !ilO!'.m lS' 09' 2~. liES!" 575.39 FEET; 'I'5:ENCE ALO!.""G A :!:ANG!:I>7 c:!.a.'V""E ~o ~ T... "':.L Sv:cNG A Vo"!)I'US OF J.970 :FE..:.~I ~O'OGli AN ANC;-~ OF ,- 3&' 22-, AliI All.C !::I5:rJlNC::: 0: 227 .:I.~ U.J:.L; .!:!!NCE N01<Tli 24" 45' 41>' liEST, 457.72 ~...::.T TO A :?O= ON =:r comtSS DESC!l.I:5:c:D AS "-a-NOR..."".E 7B" SO' 37" WEST, :L32.90 ~......:r---' IN D"""" TO ~= Stoae.. of Califo=ia P.i;;r:Oll.D:C:D n::sP..lI1lRY 2e, J.949 IN :SOOK 3~:<!3, PAGE' :1.43 O~ SAID Ol-....C!>.L ~CORDS D:l:= 'IEEltE0!iI SOll"Tli 7B" 21' 00' !:AS!. 45.20 .."..:J. .:!tOM ~= NO:il.'lS:lP...E.!:ERLY ~';S 0. SAID C:OlJll.SB. !:XCE:?:r:::NG ....~UOM ...= l<i-Z:S""""Y 20.00 .......:J.. PA:R= E: Ii'O:a:rION "G" S=1') ..!.= SOun::::RLY ?0Rn' (40) =....... OF n::! ~ PRO"~ DESCR...'13E:D AS FOLLOWS: =:r :;>OR:t'ION O~ . -. lI"ASTZi'.LY =' OF :J.= SOt:lTEliES'r.E:IU.Y QIDUI.= OF QO""~ SECTION :1.62 OF ...= ll.1....~c:=:0 D::: L1I. NACIO!il,. IN n;:c: CIn' OF c::ro:t.A VIS'IA, COllN'rY OF s.~ "!EGO, Sta.t" of Califo:-..:.a, ACCOP.DING TO ~ Ta:E:iu:OF 1lO. ~.., :FILED IN -= "C:FFIe=: OP.:rim COON'I"Y R:=:COllJ):::1!. OF S1;N D~GO r:otI:N1"%', MA:f ll, ~B;;9, LYING SDlJ.L=><LY Or n::!' SO"O':I:!!:E:lU.Y = OF ...= NORT.EE..U>Y 903.00 .......T :r:EE::""<30i'. EXCEPTING ~OM .l.= ;.~~ 20.00 ~='J: T.E:E:P':::OP, A!..SO !:XC:J::l>'XING :J.SR!rROM :!:EAT PORl"ION LY:I:NG ::AS",...><.LY OP n::! lr-'..s=y LI1<"E 0= =FOl!MA S'I'A'I'E EIGBWAY U-SD-S (INn:Il..S'I'>.'I'E S) AS DESC!l.~ IN DEED' 1'0' ...= Stat... or Cal2fo=ia, :RSCORDED A:?aIL 22, :L9Ee AS FILE NO. 1>0332. P.....Ti.CEL 7, ALL ....:.;;.'2" :?Oicr'ION OF QImR'I'E:R SECr-ON J. 72 OF I:::::s :RANt:so PE L/\. NACION, IN n::=: C!n' 0:' CE:1JLA r...s!'A. IN = COON'XY OF SAN I>~GO, S!'A.."'!: 0: CAL:rF01m!A, ACCORDING TO 6--\"l5 . Page 3 DESCRIPTION Ord:rNo. B!1010S6 ...~ n-:::;U;O" NO. 166 ON ?ILl:: :IN TIlE 0:;,,10 0:; .= CO= P.o:COR!l:a OF S1IN llI~Ge COt,boon: LYING l!:S'r'"~ Lzm:s PJo..?.1.Z.LEL "In; ANllIlIS'I7INr J.20.0 !'EEl' ANll 220.0 n:~ NOR::I::a~S'I'EAI.Y ~ lUGll'r ANGLES nOM ..~ SO~y I.INE 0:1' SAID Q17AR'tti. SEC:ZZON 172, 1\Nl:) I.l'IllG b-nlZEN :rn:o SOO'l".!!w.5:S'n:il.LY I.!m: OF :1.1:.1:. NORT:5:EAsl'ElU.Y S52. 0 n:EI' OF SAID ~ SECTJ:ON Me 'IEZ Ol<!lJ:N;Jty lrrGli I'm!!: Ln."l!: OF TS:E ~y OF SAN PI:::oo, i'.Nll WJ;:sn;:p.LY OF = FOLLOWING DESCU:SEP LIm;, :EEGn&i:NG AT A POIN'r ON Tm: Suu""u"ltLY LIl-"l!: OF SAID O=Tn SECTION (SAID sotn1lZil.LY LIm ALSO :a::;ING :I.........='I'ER L:q;z OF 'G' S~), DISl'ANI' T.aEP.EON S52 n..., W:::SIERLY Or :ra SotlT.-lV.Sn:;;u.y C:0RNEl!. l.....~OF: 1'l-:ENI:E SOO'l'H 72. OS' OS" WEsr (.'IC:C:OIl!i:!:NG 'rO mSa:LLANEoos MiU' NO. 2l7) ALONG S]o.!D SOll'I'HERLy LIN.::, A DISD.Na: OF 584.22 ''''''"J: :1'0 XN !:Nn:1tSECI'ION WIT.;: :un;: NOR=u,y 1'ROLONG1crION OF TAli: :EAS=Y LIhr: OF TZD:t:U.NDS AV'END'E AS D~Q<J:5:::D IN CI:rY OF Clro1J>. VIsn llESOLlTrION NO. 4205, :!>.ECOlUJED OODBn 10, 1906 AT FILE/l'AGE NO. 103052 OF OrFIC'J:AL RECORDS OF 'SAm CODN:IY :ro = POIN"l' 0: llEG:rnNING 0:: :1.= """""T!i DESClt:tM:D LIN:s; n:::tNcz: NOR'I'B :1.4. 26' 36" "-'::51', ALOl.'"C SAID NORT1!:E:lU.Y PllOLONGA:rION, (NORm 14. 22' 44" ""l!:S1' ACCOR!lIlm TO SAm EESO!.U'UON NO. 4205, A DIS=CE OF 220.3.9 n::n :ro A PO:!:NT ON T.8E NORT.EERLY L= OF :I...... SOtTT~Y' 220 FEET or SAJ:D QtlARn:R SEOION J.72. PA.'<.CEL B, 'II-::::: SOu.:=:::Uy 02<-'::-lro1>."IlR:::Z) ~ (1.20) nE1' 0:< Q1DL'crER SEOION J.72 OF :1.= RAN= DE LA l'Ul.CION, m:I:!!::: CI:rY OF. cHtn.A VISTA, IN T.8E COtIN'!'Y OF S1I...~ !lIEGe, S'T'...A:l'E OF o..I..IFOP.NIA, ACCOlUl:rnG 1'0 MA.P TI!EREO: NO. U6 ON nT,"; IN ....~..". OITIO OF 1'ilE com;n- RECORll:::r. 0:' SAN :on:GC CClUNn' LYIlm m:sn:aLY OF :1.= FCLLCwn."'G IlEsn"no= LI2<"E, "lEGINN:!NG AT A ?C!l<7 ON .= SOt1TE<:?.LY LINE 0:: SAn! Qtl".ARn:a S:;;CTIOO (SAID ..OO'I!!::::!U.Y !.= ALSO :s= = == L:::~"l!: OF 'G~ S:r:REE".l'), DIS'XA.'n' .L........'Soo 682 :J:.J:i:l. ,i'EST.E:l!LY OF = Suu.=.:.AS1:~y CCEN:;:R .=~OF, I':aE:Nc:E: sotJ"!'F. 72. 08' CS. WEST (ACCC:-"<llING:ro H!S,.."T.T.:zo.NEOtJS M1..P NO. 2~7) .!\Z.ONG SAm S~y L=, A DIS'rANCE 0:: 5.4.22 :r:.:E:r I'D XN :m=si:C!ION WT-Z;: = NOP.:I.=-~li' P~OLONGlU"IOO OF niE .E:..>.s:!"E!'.LY L:o.-.:: 0:' l'ZD~S Av.ENlJE AS D:::SCP.Il!!P IN CI:rY OE C:=u"LA VISn l1"5S0LtrnO:l< NO. 4205, :RECORDED OOO:sEil. lO, H60 ;uo FJ:U:/PAGE. NO. 163052 0:: OFFIC'J:AL EECOP.DS 0::- Sl'-.I!l COllN:n" :ro = POINI' OF llEGnm:"'IlG OF :r-.;E E:R!:IN :OJ::SC!lD!:ll LIm:; Z'm:NCE NOR..~ :1.4' 26' 36" ;,"ES1', ALONG SAID NOP..=-'U.Y 1'RCLlJNG:>.:rIOO, (NOR'm J.4' 22' -1.4' W:::SI' ACCO::w:rnG TO S.!'..ID R:::SOLll'!J:ON NO. 420S, A !lISTllNCE 0:;' 220.:1.9 n:EI' TO A POINI' ON :I."-=- NO:?!"'.::::?.LY Lni:E OF ,.. Sotl".::.:..~Y 220 ...","J: 0:: SAID QlIAR'I'Ell. S:::c:rZON 172. 6~ l \ ~ '" EXHIBIT C (Description of Rados Land) 5- \ \1 30020558.44 "230-0039 "- ....., . L< rue Ord:: No. .elOl069 ~A?~c:::::' ~ ~ (~ DESCRlPTION Th:E ~~.::..:".LY :L00 :::i:..-r 0: ~= liES..:.iU.Y 320 ::El' OF u-.;; NCk.=l'U.Y 4&0 ~".:.-X 0: ~.::..:; SOU".::...OZS'!' Qtl),RTER OF Q1D\Jtua SEc:nON 1.2 OF ;>-~.NC!lO DE LA !iI1.C!ON, IN IS CIn OF c<'1.;IJ\. VLS'!'A, COtn."TY 0: SJ;N DIEGO, State of Ca1ifo~.., ACCOlUlmG TO MAP '!'~OF NO. 50S. FILED J:N = OF::I~ OF -==- COilN'XY uCOllDZa OF SJ;N DttGQ COtrN'I'Y ON Ml\11.c:a l3, lesa. . TOGE'!'5ZR .."J:'I:: ALL ~ POR'!'ION OF SAID SOt7I'l!w!:s-r Qt;]Ut:!:'ER DESc:P..ni:::n AS 'ttAT PORnOIl O:F 'IE RZS=Y. A-.>.LF OF = S~~n Qlll>U!,UR OF QUA?.n;a SEC'n:ON 152 OF RJ..Nc:a0 DE LA N:ACION, ACCOFJlING TO MIl? r.c::;;:u:o: NO. :1.5" FILED IN :BE O:F::IO 0:: 'IE CO~ iU:C:OlWER OF SAN DIEGO CO"W:NTY, AS. CONV:!:nD TO ~= State of Cal:.!O:n:.a, <;Y DE:5:Ds lU:CORDED = 5, :l..9&a AS ::rU NO. 5273a, "'.m:> = " l!I&9 i>.s FIU NO. l00229, ..Oni OF OU.l.c-...u. RSCOlUlS OF Sl\:!!> CO~; :::'Y:wG WES'l:!::!1.LY OF = liESn:lU,y RIG?:' OF WAr LINE: OF .= w'r:S'l'E:RLY nOli'VIG.: ROJ\Il OF S'I';>.n: ~HAY :L1-SD-S-e.2; S.i'.:to PORTION. ~y~, DESC!'L.:o AS roLLOWS, aEGIm;nG AT 'IE SOUTAir-'..s:r CO~ OF SAJ:D S:rAn: L1<llD; n-::::m::;: ALONG '_' w.:S'XER.1:.Y L.INO: OF SAID STAn: LJ>.ND, NOaT;;; 17' 47' 22. liEST, 321. 77 n:ET TO u..... PO~ OF ~'<S=:C'n:DN OF 5.>.ID l.n.:: WInr S"..m liES~.:...-<!.y FRON:r~ :R.01lD :;u= OF WAY LINz; T:-l:E:NC<; ".LONG = :1<ONIAGE ..OAD lUGS::' OF VDlY L:CN!l SOU"", 24" 45' 4&" EAST, 324.05 ~... TO A :?OJ:ilT ON ~......:: Suun....,l\Ly :::.n.-.: 0:: SAJ:D Sr-.n: UND; ~.I'.I.ONG 5.'l..TD SClU'IE!U,y :::':0.:: SOllT3: 72" 02'.;.4" W"..sT, J9.34 F"""T TO = POIll! 0:: ll:::GINl,mG. = 3D';.L~Gs 1..."II:> DIS!:.\NCZs USED IN ~= ABOVE DESClU?TION A?.3 ON _. C1ILJ::FOlUTJ:,.l\ COQRD~':'E SYSnlM, ZOll=: .. E:Xa:PT!NG ~.ii:.OM ~ :Fn.S!' .c..:.~:rnA30V::: :OESCRIB~ ?RCJ?~Io(:ry "'I"VOS:E: ?O?..TIQ1;S C~ TO 'r'~ S::ate of Ca.lifo::nia D!:So.z:sm ~.s FOLLOwS: '!'IDl.T ro:ex:::DN OF ~= NOlU~y 240 FE:::T OF ~.... ~TER.Ly :LOO n::;;:r OF "= liESn:RLl' 320 :=~ 0:' -= SOll'n1WEsT QlU>ll.n:R D~ QiJl>J<:I:.c;.o{ SEC:UDN 1.2 OP R.>,NC:;;O DE U W>.CION, ACCDlUl:i:NG :1'0 ~ =1'.30:: NO. J.&5, :;,:rum m T:li::: OFFIC:::: OF .= C01JNTY RECORDER 0:: SAN D;U;:;O COUN'!'Y, mcr,UO:::D WI= .1.= :FOLLOWING DESCR.I3ED PARCEl. OF L1I1<'Il: BEGINNING .>,:r 1--J!I "X" ON A 1'~~:!J1.OAD S:?:l:~ SEJ: ::0& X$; NO.a':l'l1::s:AST COl!llE:l1. OE n:z m:~ ~.1.F OF .s.u:J:l SO~l' Q~2=; .-''''CEl "..LONG = EAST:5:RLY LIE!: OF SAID WEST MLF, sO'll'n;: lea J.S' 4S. EAST, SB8.0l .:=l' TO = Suu"'~l! L= OP = NOI/..-.J.LY SSS :=!: 0:: SAID \'"i:s:r ~.!.F OF ...:..:. SOu' -IIEST 0llA.'tn:R: ~o: ALONG SAZD Suu...........z.y !.Dll::. S= 7l. 3.2' OS" !.::S:r, 40.00 :;:..:."'J: TO A-:r..:o.-.: ?A:l<J>..:r...t.EL WI:;; Aml D!S:t'1Jl1' 40 ':J:o.CO.I.' \'':;:S'n:RLy 1a ~= 1...'I'GLZS FROM SAZD ~.LY L!NE 0.. = WEST E:llLZ; 'I!a;NCE ALOl'G S-'l..T!:J :!'1lll.ALI.:E:L L!NZ, NOlU'E lB" :LS' 45' ir..s:r, J.2B .00 :;';:.,;..1.; :ra:::NCE LEAV:CNG SAID P;>.?..T.T:::L I.J::NZ, .sOtl'n! 7:1." 32' OS" REST, sl.ss nn TO ENGJ:m::E::a'S S:tAl'ICN 15+02... ON 'I= == r.:o-.-.: OF ="P:;;P.Ala'ME:I<-r OF PmlLIC WOPJ:.5' SURV:i:Y IN TE: CITY OF cstrLA VISTA, :RD.>.D XI-SD-2-c:E:V; 'ni!:NC::: SOlTl'R 7J." 32' OS" W:::S'l', J.l3.sa =:=:n; .'!$:NeE NOP.m 21" ll' 5:1." W-.:.n, 325.02 :.:....X; n-:ENc:E NO..Tl! 7S" So' 37" WEST, H2. S'O ':"""'; 'J:E!:NCS NOR.:i:'B: J.a" 28' OS" 1<."i:S:r, 40.00 ?'EE:r :r0 T.il:s: ~y L!NE OF SAZP S~I'lZS'l' QUA.....~.::..!l.; 'IS:E:Nt:E "'.LONG SAID NOR1':i!ERLy :r..INE, NOR.."'S 7:1." 31' 55' :::.>.s:r, 298.0:L" :::::sr TO :E:NG:CNEEl!.' S S'!'A':!:ION 82-S2.56 ON .I.''''' CENr"..R LIJgJ; OF SAJ:D DEPARTM:::N'l' O::~L:!:C WORKS' SURVEY; 'IENCEl'C~G ALONG SAZD NOR:IF.::::itty L:CN!;, z..-oitn 7J." 31' 55" ~-:r 92.05 :=I' TO ~= POD<:!' OF llEGJ:NNI2;G, EXC:EPl':rNG ~"::FROM = liIOP.:-~y 40 U...,". ="'-0::. ALSo EXC:::P1'ING 'IEAT PUT 0:: "= NOR. -. '<.LY 240 n:n OF :L'::';:: 0:,..5".:....... leO n::::T 0:;;- ~= ~.,".:;R!.y 320 n:rr 0:: ~= SCT~S'1' ~ or ~ SBcrIDN lS2 OF !'l!!: 6- \\<{ :..... '.' (' . ',' n_. _"'Io . '-" PU: 2 DESCRIPTION DTdcrNo. aelOJ.oe9 ?.1\NCBO Ill' LA NACION, ACCOP.DING :ro l"'.AP 'l:SER!:0. NO. lb., n= IN ...... OFna: OF :rn:; COm.-n :RECOl'U:>l'R 0.. SA." IlIEGO COtlNn', IlESc.RIm:ll AS FOLLows: .t S:SCO'!NNn1G AT A :!'oDiT ON '.::..f':r COORSE IlESI:!t!ll:ED AS n__-NDRn! ie; .50' 3'7. WEST. 192.90 :F=.r..." IN DZE:D TO 'l'EE State of Califo=ia lU:CORDEIl FZl!R.t1AP.l' 2e, 1549 IN :aOOK 3223, P.Ac;a 2'3 O. Oh...C:tAL i'.ECOilIlS OF SAID C~, DIS:rAN'r 'l:1lEUON SDt7ni 7e. 2l' 00" E:l>.S:r, 40.20 FE>:l' :'ltoM ':1.= No:R'I'alIZ5'i.Eiu.y ~s O? SA!!) COtlRsE; 'l'EENCE: (l) }>.LONG SAID COORSE SCltI'I:E; 7so 2J.' 00. EAS'l', H .59 FttT TO "= l1ESn:lU,y ilollNDJUU' 0:' TX1a PARCEL OF LAN!) D:::sanEO IN D...= TO lVLROLIl IV1IN :!'AI.t.Lns, E::r me, liZCD1lDED ".....u.!'$E:il. 29. :l..S6:I. AS FILE NO. lOS45S oFl'ICIAL llECDlUlS OF SAID COON:n'; ":,:.,qa (2) ALONG 1'4S; II'i:ST:::RLY :BDmlPAAY OF SAIl:! PRILLIp' S LAN!) SOtlnl 17. 47' 22 " =:ASl', 70.20 FEET; T.!lI:NCE: (3) L~WING 9-ID WESn:lU,Y ilOONDA:RY NeRT.!! 24" 4S' 46'" . ;,'i:S:r, is. 9 i FEET TO 'l'll:E POINT OF :BEGINNmG. . . = llEAIl.INGS ANJ:) DIS:rAACE:S il's=:n IN "= AIlOV;:: D~CRIPT.rON }>Xi: ON "= o.LI?o:RllIA COOF.DIIDcrE SYST.E:M, zom;: 6'. ALSO ZXCEPl'ING FROM .= F~.s:r =ZINA:!lOVll DESClU:SED P:ROPE1ttt :rn:; NO:RT.!!ERLY '0. 00 FEE'I' :t:E:E:l!:SOF. PARcn, 2: = m:smr,y 220 F~-:r OF '."NO:RT.!! '6'0 FEs:r OF = SDtl'l:lilres:r Oil'lUl.:rn OF Qll;>.:R'l'Dl S:::C1'ION lO2 OF ~= RANCHO Ill' LA NAC:J:oN, IN 'J:E:li: C!n OF c:R1r.... VISrA, CDtlN'!Y OF SAN DIEGO, State of C""~o:=uil., ACCO:RIl:LNG TO MAP ~F NO. 15., ~::: 5Y MOR..~, FILED IN ~....;;. OFFICE Ot' = CDON'l'Y ;<SCO&JER OF S1\N IlI:EGO C:OtlNT):. :;:X~G =:s:nOM .= WE-~y 20 :n:ET ANJ:) = ~ 40 FEEl' ~O.. 5-\ \ \ EXHIBIT C Recording requested by and please return to: Goodrich Aerostructures Group c/o Gary Sullivan 850 Lagoon Drive Chila Vista, CA 91910 o (This space for Recorder's use, only) 0 Assessor's Parcel Number 567-022-01 & 36 Chula Vista File No: GRANT DEED FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the Redevelopment Agency of City of Chula Vista, a public body, corporate and politic, grants to ROHR, INC., previously operating as BFGOODRlCH AEROSPACE AEROSTRUCTURES GROUP and currently operating as Goodrich Aerostructures Group, a Delaware corporation and wholly owned subsidiary of Goodrich Corporation, previously the BFGoodrich Company, that certain real property located in the City of Chula Vista, County of San Diego, State of California, more particularly described as follows: See Legal Description designated as Exhibit" A" attached hereto, and by reference made a part hereof. RESERVING therefrom to Grantor of the parcel of land described in this Grant Deed, their successors or assigns, a non-exclusive easement for Landscaping and other public purposes on, over, under, across and through (a) that portion of the property described in this Grant Deed described as follows: See Legal Description designated as Exhibit "B" attached to and incorporated into this Grant Deed. RohrlRados Grant Deed Page 1 of2 ~t1-b As more particularly shown on a Map designated as Exhibit "C" attached to and incorporated into this Grant Deed. Signed this day of , 2007 THE CITY OF CHULA VISTA By: By: (Notary Acknowledgment required for each signatory.) Rohr/Rados Grant Deed Page 2 of2 5-1:L\ EXHIBIT "An LEGAL DESCRIPTION Real property in the City of Chula Vista, County of San' Diego, State of California, described as follows: PARCEL 1: (APN: 567-022-36) THE EASTERLY 100 FEET OF THE WESTERLY 320 FEET OF THE NORTHERLY 460 FEET OF THE SOUTHWEST QUARTER OF QUARTER SECTION 162 OF RANCHO DE LA NACION, IN THE CITY OF CHULA VISTA, COUNTY OF SAN DIEGO, STATE OF CAUFORNIA, ACCORDING TO MAP THEREOF NO. 50S, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY ON MARCH 13, 1888. TOGETHER WITH ALL THAT PORTION OF SAID SOUTHWEST QUARTER DESCRIBED AS THAT PORTION OF THE WESTERLY HALF OF THE SOUTHWEST QUARTER OF QUARTER SECTION 162 OF RANCHO DE LA NACION, ACCORDING TO MAP THEREOF NO. 166, FILED IN THE OFFICE OF THE RECORDER OF SAN DIEGO COUNTY, AS CONVEYED TO THE STATE OF CAUFORNIA BY DEEDS RECORDED JUNE 5, 1968 AS INSTRUMENT NO. 92738, AND JUNE 6, 1969 AS INSTRUMENT NO. 100239, BOTH OF OFFIOAL RECORDS OF SAID COUNTY; LYING WESTERLY OF THE WESTERLY RIGHT OF WAY UNE OF THE WESTERLY FRONTAGE ROAD OF STATE FREEWAY ll-SD-S-8.2; SAID PORTION, HEREBY CONVEYED, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF SAID STATE LAND; THENCE ALONG THE WESTERLY LINE OF SAID STATE LAND, NORTH 17047'22" WEST, 321.77 FEET TO THE POINT OF INTERSECTION OF SAID UNE WITH SAID WESTERLY FRONTAGE ROAD RIGHT OF WAY LINE; THENCE ALONG SAID FRONTAGE ROAD RIGHT OF WAY UNE SOUTH 24045'46" EAST, 324.05 FEET TO A POINT ON THE SOUTHERLY LINE OF SAID STATE LAND; THENCE ALONG SAID SOUTHERLY LINE SOUTH 72002'24" WEST, 39.34 FEET TO THE POINT OF BEGINNING. THE BEARINGS AND DISTANCES USED IN THE ABOVE DESCRIPTION ARE ON THE CAUFORNIA COORDINATE SYSTEM, ZONE 6. EXCEPTING FROM THE FIRST HEREINABOVE DESCRIBED PROPERTY THOSE PORTIONS CONVEYED TO THE STATE OF CALIFORNIA DESCRIBED AS FOLLOWS: THAT PORTION OF THE NORTHERLY 240 FEET OF THE EASTERLY 100 FEET OF THE WESTERLY 320 FEET OF THE SOUTHWEST QUARTER OF QUARTER SECTION 162 OF RANCHO DE LA NAClON, ACCORDING TO MAP THEREOF NO. 166, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, INCLUDED WITHIN THE FOLLOWING DESCRIBED PARCEL OF LAND: BEGINNING AT AN "X" ON A RAILROAD SPIKE SET FOR THE NORTHEAST CORNER OF THE WEST HALF OF SAID SOUTHWEST QUARTER; THENCE ALONG THE EASTERLY UNE OF SAID WEST HALF, SOUTH 18015'45" EAST, 588.01 FEET TO THE SOUTHERLY LINE OF THE NORTHERLY 588 FEET OF SAID WEST HALF OF THE SOUTHWEST QUARTER; THENCE ALONG SAID SOUTHERLY LINE, SOUTH 71032'05" WEST, 40.00 FEET TO A LINE PARALLEL WITH AND DISTANT 40 FEET WESTERLY AT RIGHT ANGLES FROM SAID EASTERLY LINE OF THE WEST HALF; THENCE ALONG SAID PARALLEL UNE, NORTH 18015'45" WEST, 128.00 FEET; THENCE LEAVING SAID PARALLEL LINE, SOUTH 71032'05" WEST, 51.66 FEET TO ENGINEER'S STATION 1 OF 2 6'-- \ J..-- V 78+02.66 ON THE CENTER UNE OF THE DEPARTMENT OF PUBUC WORKS' SURVEY IN THE CITY OF CHULA VISTA, ROAD XI-SD-2-CHV; THENCE SOUTH 71032'05" WEST, 113.58 FEET; THENCE NORTH 21011'51" WEST, 325.02 FEET; THENCE NORTH 78050'37" WEST, 192.90 FEET; THENCE NORTH 18028'05" WEST, 40.00 FEET TO THE NORTHERLY UNE OF 5AID 50UTHWEST QUARTER; THENCE ALONG SAID NORTHERLY UNE, NORTH 71031'55" EAST, 298.01 FEET TO ENGINEER'S STATION 82+62.56 ON THE CENTER UNE OF SAID DEPARTMENT OF PUBUC WORKS' SURVEY; THENCE CONTINUING ALONG SAID NORTHERLY UNE, NORTH 71 031'55" EAST, 92.05 FEET TO THE POINT OF BEGINNING, EXCEPTING THEREFROM THE NORTHERLY 40 FEET THEREOF. ALSO EXCEPTING THAT PART OF THE NORTHERLY 240 FEET OF THE EASTERLY 100 FEET OF THE WESTERLY 320 FEET OF THE SOUTHWEST QUARTER OF QUARTER SECTION 162 OF THE RANCHO DE LA NACION, ACCORDING TO MAP THEREOF NO. 166, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THAT COURSE DESCRIBED AS "---NORTH 78050'37" WEST, 192.90 FEET---" IN DEED TO THE STATE OF CAUFORNIA RECORDED FEBRUARY 28, 1949 IN BOOK 3123, PAGE 143 OF OFFICIAL RECORDS OF SAID COUNTY, DISTANT THEREON SOUTH 78021'00" EAST, 46.20 FEET FROM THE NORTHWESTERLY TERMINUS OF SAID COURSE; THENCE (1) ALONG SAID COURSE SOUTH 78021'00" EAST, 10.59 FEET TO THE WESTERLY BOUNDARY OF THAT PARCEL OF LAND DESCRIBED IN DEED TO HAROLD IVAN PHILUPS, ET UX, RECORDED SEPTEMBER 29, 1961 AS INSTRUMENT NO. 169459 OF OFFICIAL RECORDS OF SAID COUNTY; THENCE (2) ALONG THE WESTERLY BOUNDARY OF SAID PHILUP'S LAND SOUTH 17047'22" EAST, 70.20 FEET; THENCE (3) LEAVING SAID WESTERLY BOUNDARY NORTH 24045'46" WEST, 75.97 FEET TO THE POINT OF BEGINNING. THE BEARINGS AND DISTANCES USED IN THE ABOVE DESCRIPTION ARE ON THE CAUFORNIA COORDINATE SYSTEM, ZONE 6. ALSO EXCEPTING FROM THE FIRST HEREINABOVE DESCRIBED PROPERTY THE NORTHERLY 40.00 FEET THEREOF. PARCEL 2: (APN: 567-022-01) THE WESTERLY 220 FEET OF THE NORTH 460 FEET OF THE SOUTHWEST QUARTER OF QUARTER SECTION 162 OF THE RANCHO DE LA NACION, IN THE CITY OF CHULA VISTA, COUNTY OF SAN DIEGO, STATE OF CAUFORNIA, ACCORDING TO THE MAP THEREOF NO. 166, MADE BY MORRILL, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID SAN DIEGO COUNTY. EXCEPTING THEREFROM THE WESTERLY 20 FEET AND THE NORTHERLY 40 FEET THEREOF. ~l:r~ 2 OF 2 EXHIBIT "B" EASEMENT FOR LANDSCAPING AND OTHER PUBLIC PURPOSES Being a portion of the Southwest Quarter of Quarter Section 162 of Rancho De La Nacion,. in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 505, filed in the Office of the County Recorder of San Diego County on March 13, 1888, more particularly described as follows: Beginning at the West Quarter Corner of Quarter Section 162; thence easterly along the northerly line of said Southwest Quarter NORTH 72002'24 EAST 219.88 feet; thence leaving said northerly line on a bearing of SOUTH 1 J057'36" EAST a distance of 40.00 feet to a point on the Southerly line of Lagoon Drive, said point also being the Northwest corner of land having an Assessors Parcel Number of 567-022-36; said land also being described in a Final Order of Condemnation recorded on May 30, 2003 as document no. 2003-0637998 of Official Records; thence along the northerly line of said parcel NORTH 72002'24" EAST 32.54 feet to the TRUE POINT OF BEGINNING; thence continuing along said northerly line NORTH 72002'24" EAST 18.00 feet; thence SOUTH 78021'00" EAST 46.20 feet to a point on the westerly sideline of Bay Boulevard; thence along said westerly line SOUTH 24045'46" EAST 20.00 feet; thence leaving said westerly line SOUTH 65014'14" WEST 13.13 feet; thence NORTH 78021 '00" WEST 54.63 feet; thence NORTH 17057'36" WEST 17.25 feet to the TRUE POINT OF BEGINNING. CONTAINS 1491 square feet more or less Date W.O. # BF-007 A.P.N.567-022-36 13- \ )..t\ T.P.O.B. \\ 0 o. ........<." \)" ...#/j"~ ("'""'. [\. G Q '?~"'A;;{"i\C3': ~~ ~. \.._1 \.-. f-' .... 2 2 " t. ,,_--;:,17-0 0 0"" 2 A .-.-.-' I' 7-0 (.., L 6 '-b \,\1 0 00 - \ 7-0 . , , , , , , , , \ , , \ \ , \20 P. O. B. \ W1/4 COR\ QUARTER \ SEC. 162 \ , \ U\ \ <1' \ \..> j> \ ~ t') _ \poo , -.1. -r?ll\ \ ~-~- \ - ,<" S78021'OO"E 46.20' 20.00' EXHIBIT "C" ~INDICATES EASEMENT AREA AREA = 1491 SQ. FT '@) @ ~ """ @ ~ ,./ ~ ~ ~ )7.-A ~ S' OJ ~ )7,.L S> o 17 -Q . -Z- @ "i& .4 ~ @PJ <1'.... ...... --\"., 0'. OJ '6\ (' L- <" C) @ @PJ "i& ~ @ ~ ~ ~ .4 """ 'P 'P @ '2W '@) ~ .4 @' d> ~ @ @il @' \i'2l 0' 6"' --i j> ", --'\", \ o ~ ~ \ <Y 6"' ",,'.. ""~ <""-. o -- 'i% SCALE 1"= 80' d> -- DATA TABLE L-1 S1 r 57' 36"E 40.00' L-2 N72002'24"E 18.00' L -3 S24045'46"E 55.97' L-4 N65014'14"E 13.13 ' L-5 S78021'00"E 54.63' L-6 S17057'36"E 17.25' L-7 N72002'24"E 32.54' ~ ...r" --1'" , 2A"t. ..,007- \,\1 {.. ~<-<-t../ / h~ GREGORY P. HOPKINS DATE PLS 7730 DRAWN BY: GREG HOPKINS DATE: JUNE 22. 2006 FOR LANDSCAPING PUBLIC PURPOSES EASEMENT AND OTHER W. O. # BF-007 L.C. 170-1737 CCS83 1810-6297 Recording Requested by and Please Return 10: ,=........"""""_~~~.....~;oe>~.""IR_ I I I i I , ; I i I ! _ ~~__~jl!~i.. ~"nThis ~~';!l!1!..!!~!1!~er's l!se _~~<==:...~ City Clerk City ofChula Vista 276 Fourth Avenue Chula Vista, California 91910 This Instrument Benefits City Only. No Fee Required APN(s) 567-022-36 C.V. File No. BF-007 GRANT DEED EASEMENT FOR LANDSCAPING AND OTHER PUBLIC PURPOSES FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, TIlE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a public body, corporate and politic, hereby grant(s) to THE CITY OF CHULA VISTA, a municipal corporation, in the County of San Diego, State of California, an easement for, and the right to construct, maintain, operate, replace or remove landscaping, water features, statuary, monument signs andlor other quality architectural features and other public purposes in. on, over, under, and across that certain real property situated in said City of Chula Vista and more particularly described as follows: See Exhibit " A", Legal Description, attached hereto and by reference made a part hereof. As more particularly shown on a Map Designated as Exhihit "BOO, attached hereto and by reference made a part hereof. Together with the right to enter upon and to pass and repass over and along said easement and right-of-way and to deposit tools, implements and other materials thereon by said City of Chula Vista, its officers, agents, and employees and by any contractor, his agents, and employees engaged by said City, whenever and wherever necessary for the purposes set forth above. Signed this day of ,20_ GRANTOR: REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA A PUBLIC BODY, CORPORATE AND POLITIC BY: (Notary Acknowledgment Reqnired for Each Signatory) Is- J J.. 4. EXHIBIT D This is to certifY that lhe interest in reol property conveyed herein Lo the City of Chula Vi,.ta, a governmental agency. i.. hereby accepted by the undersigned. City Clerk, on behalf of Ihe Chula Vista City Council pursuant to aulhority conferred by ResaluJion No. 15645 of said Council adopted on June 5. 1990. and the granlee(5) consenl(,) 10 Ihe recordation thereof by ils duly authorized qtficer. SUSAN BIGELOW. CITY CLERK By: Date: 5-1 0...\ EXHIBIT "A" EASEMENT FOR LANDSCAPING AND OTHER PUBLIC PURPOSES Being a portion of the Southwest Quarter of Quarter Section 162 of Rancho De La Nacion, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 505, filed in the Office of the County Recorder of San Diego County on March 13, 1888, more particularly described as follows: Beginning at the West Quarter Corner of Quarter Section 162; thence easterly along the northerly line of said Southwest Quarter N72002'24E 219.88 feet; thence leaving said northerly line on a bearing of S17057'36" E a distance of 40.00 feet to a point on the Southerly line of Lagoon Drive, said point also being the Northwest corner of land having an Assessors Parcel Number of 567-022-36; said land also being described in a Final Order of Condemnation recorded on May 30, 2003 as document no. 2003-0637998 of Official Records; thence along the northerly line of said parcel N72002'24"E 32.54 feet to the TRUE POINT OF BEGINNING; thence continuing along said northerly line N72"02'24"E 18.00 feet; thence S78"21'00"E 46.20 feet to a point on the westerly sideline of Bay Boulevard; thence along said westerly line S24"45'46"E 20.00 feet; thence leaving said westerly line S65014'14"W 13.13 feet; thence N78"21'00"W 54.63 feet; thence N17"57'36"W 17.25 feet to the TRUE POINT OF BEGINNING. CONTAINS 1491 square feet more or less Gregory P. Hopkins, PLS 7730 Date W.O. # BF-007 A.P.N. 567-022-36 3/ r )-<f ~ - ~ ToP.O.B. ~ -~ \\ ' -/'. "-\ V /~' 00 \" ._/',~. ~ [AG ---.,~ 7. .- <\ <- \.- _,__;07-1 ~ I 11't. ~- --17. " 7.1l. -- \' 0 Qr- r \.. ~17. 00 0_ 7.00' \ \ \ , 0 P.O.B.~ Wl/4 COR OUARTER , SEC. 162 \ , \'S.. \ . ,v ..0 , -' . \ _ 0 \ ,v o. \,v , - \r<i L-2 S78' 21' 00"[ 46.20' 20.00' ~ ~ DATA TABLE L-1 S17057'36"E 40.00' L-2 N72002'24"E 18.00' L-3 S24045'46"E 55.97' L-4 N65.'4'14"E 13.13' L-5 578021'00"E 54.63' L-6 517057'36"E 17.25' L-7 N72002'24"[ 32.54' DRAWN BY: GREG HOPKINS DATE: JUNE 22. 2006 ~ C) ",!l @ ~ @ "" "Pl @ ~ "" @ ~ @ ~ 4 ~ ~ U' 0"' .....l \ o \'-' \'-' 0> 6' y -;) . ~ ~ ~ 4 '; - ~ " ~ "t> - ~ "'L 0' '7.1l. 7.00.0 ~17.007. EASEMENT AND OTHER FOR LANDSCAPING PUBLIC PURPOSES EXHIBIT "B" ~INDICATES EASEMENT AREA AREA = 1491 SQ. FT 01"', .. ..-<\ ~'. \J' \..r' ~\ ~ \ ~" 6'~ L -' <" c::> . .~t ,/ ~ ~ ~ ~ ~ U' SCALE 1 "= 80' GREGORY P. HOPKINS DATE PLS 7730 W.O. # L.C. CCS83 SF -007 , 70-1737 '810-6297 Attachment 3 Recording Requeste.d by and Please Return 10: i I I I I f , . I . _.~~.&no. .. This !J?ace or Recorder's Use Onl ... ~-_.~~ City Clerk City of Chula Vista 276 Fourth A venue Chula Vista, California 91910 This Instrument Benefits CiIy Only. No Fee Required ='!'Q.".:"I~~":""'~'="';I"';":JU::~'Ill\\,"",;;; !)!IJ~!:I!~!...<! APN(s) 567-022-36 C.V. File No. BF-007 GRANT DEED EASEMENT FOR LANDSCAPING AND OTHER PUBLIC PURPOSES FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA, a public body, corporate and politic, bereby grant(s) to THE CITY OF CHULA VISTA, a municipal corporation, in the County of San Diego, State of California, an easement for, and the right to construct, maintain, operate, replace or remove landscaping, water featnres, statuary, monument signs andlor other quality architectural features and other public purposes in. on, over, under, and across that certain real property situated in said City of Chula Vista and more particularly described as follows: See Exhibit" A ", Legal Description, attached hereto and by reference made a part hereof, As more particularly shown on a Map Designated as Exhibit "B", attached hereto and by reference made a part hereof, Together with the right to enter upon and to pass and repass over and along said easement and right-of-way and to deposit tools, implements and other materials thereon by said City of Chula Vista, its officers, agents, and employees and by any contractor, his agents, and employees engaged by said City, whenever and wherever necessary for the purposes set forth above. Signed this day of ,20 GRANTOR: REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA A PUBLIC BODY, CORPORATE AND POLmC BY: (Notary AcknOWledgment Required for Each Signatory) '7 l:jb This is to certilY that the interest in real property conveyed herein to the City of Chuia Vivta, a governmental agency, iv hereby accepted by the undersigned, City Cleric; on behalf of the Chula Vista City Council pursuant to authority conferred by ResoJuJion No. 15645 of sajd Council adopted on June 5. 1990. and the gran/eeM consent(,) to the recordation thereof by its duly authorized officer. SUSAN BIGELOW, CITY CLERK By: Date: 6' /' ~ ?J\ EXHIBIT "A" EASEMENT FOR LANDSCAPING AND OTHER PUBLIC PURPOSES Being a portion of the Southwest Quarter of Quarter Section 162 of Rancho De La Nacion, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 505, filed in the Office of the County Recorder of San Diego County on March 13, 1888, more particularly described as follows: Beginning at the West Quarter Corner of Quarter Section 162; thence easterly along the northerly line of said Southwest Quarter N72002'24E 219.88 feet; thence leaving said northerly line on a bearing of S17057'36" E a distance of 40.00 feet to a point on the Southerly line of Lagoon Drive, said point also being the Northwest corner of land having an Assessors Parcel Number of 567-022-36; said land also being described in a Final Order of Condemnation recorded on May 30, 2003 as document no. 2003-0637998 of Official Records; thence along the northerly line of said parcel N72002'24"E 32.54 feet to the TRUE POINT OF BEGINNING; thence continuing along said northerly line N72002'24"E 18.00 feet; thence S78"21'00"E 46.20 feet to a point on the westerly sideline of Bay Boulevard; thence along said westerly line S24045'46"E 20.00 feet; thence leaving said westerly line S65014'14"W 13.13 feet; thence N78"21'00.W 54.63 feet; thence N17057'36"W 17.25 feet to the TRUE POINT OF BEGINNING. CONTAINS 1491 square feet more or less Gregory P. Hopkins, PLS 7730 Date W.O. # BF-007 A.P.N.567-022-36 S"- LJ'1. 6\ \ ~ ToP.D.B. B .-- \\ ' .--" v ~~- I Ot--.\ --ee GO \'1 _"'/'2.,,,. t\. ,-',--A"~ '- j-A. ..--~-;:O'l. 7.. I A"~ /./. \'11'2. .0'2. '2. , \ ~ \'11'2. 0.00 \ - '2.0 \ \ \ \ \ 0 P.D.B. \'2. Wl/4 CDR\ OUARTER \ SEC. 162 \ , \'SJ> \ ' '" .,0 \.... . _0 i _'I 0 \ ,- - . "'. \ en @ ~ ~ ~ ",!l \ ~ ~ ",!l ~ ~ ~ 0' ~ d> ~ DATA TABLE L-l SI7057'36"[ 40.00' L-2 N72002'24"E 18.00' L-3 S24045'46"E 55.97' L-4 N65014'14"E 13.13' L-5 S78021'OO"E 54.63' L-6 S17057'36"[ 17.25' L-7 N72002'24"E 32.54' L-2 578'21'OO"E 46.20' 20.00' <@ @ ~ '@ ~ @ "tt ",!l ~ i!lW 17 ~ . ~ U' 6' ~ ~~\ o \'-' \'-' ~ 6' - ~ d> - !1> "'<- a' ''2.~ '2.00.0 \'11'2.,0'2. DRAWN BY: GREG HOPKINS DATE: JUNE 22. 2006 EASEMENT AND OTHER FOR LANDSCAPING PUBLIC PURPOSES EXHIBIT "B" ~INDICATES EASEMENT AREA AREA = 1491 SQ. FT 1/'.... ~. .....\.. .... (}) '6\ ("L "" 0 . . '. .....\.. ....li. ,/' ~ ~ ~ Y..-A (' U' SCALE 1 "= 80' GREGORY P. HOPKINS OATE PLS 7730 w. O. # L. C. CC5B3 BF -007 1701737 1 B 1 0-6297 CVRC RESOLUTION NO. RESOLUTION OF THE CHULA VISTA REDEVELOPMENT CORPORATION RECOMMENDING THE REDEVELOMENT AGENCY APPROVE AND EXECUTE THE IMPLEMENTATION OF THE AGENCY-BFG LAND TRANSFER AGREEMENT AND ANY NECESSARY DOCUMENTS BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA AND ROHR, INC., OPERA TrNG AS BFGOODRICH AEROSTRUCTURES GROUP, TO TRANSFER THE RADOS PARCEL AT 798 F STREET IN CHULA VISTA TO ROHR, INe. AND APPROVE THE GRANTING OF AN EASEMENT TO THE CITY OF CHULA VISTA WHEREAS, on July 13. 1999, the City of Chula Vista ("City"), Redevelopment Agency of the City of Chula Vista ("Agency"), San Diego Unified Port District ("Port"), ~nd Rohr. Inc.. operating as BFGoodrich Aerospace Aerostructures Group ("BFG") entered into a Relocation Agreement ("RA"); and WHEREAS, the RA contemplates the acquisition by the Agency of the propel1y loc~ted at 798 F Street ("Rados Parcel"). and ultimately the sale and transfer of the Rados Parcel to BFG, subject to the tellllS and conditions of the RA; and WHEREAS, in order to implement to RA, the Agency and BFG entered into the Agency-BFG Land Transfer Agreement on November 16,1999; and WHEREAS, tbe Rados Parcel was acquired by tbe Agency in May 2003; and WHEREAS, tbe Agency has complied witb all of the requirements of Healtb and S~fety Code Sections 33431 and 33433 regarding tbe sale of the Rados Parcel; and WHEREAS, the Agency and BFG desire to implement the provisions of the Transfer Agreement concerning the Rados Parcel; and WHEREAS, pursuant to the RA, prior to the conveyance of the Rados Parcel to BFG, the City! Agency sball be granted an easement over a portion of the Rados Parcel for installation and maintenance of a Bayfront Redevelopment Area "entry statement" NOW, THEREFORE, BE IT RESOLVED by the Chula Vista Redevelopment Corporation that it recommends that the Redevelopment Agency approve and execute tbe Implementation oftbe Agency-BFG Land Transfer Agreement, which is attached to this Resolution as Attachment I, and any necessary documents by and between the Redevelopment Agency of the City ofChula Vista and Rohr, Inc., operating as BFGoodrich Aerostructures Group, for tbe transfer of the Rados Parcel to Rohr, Inc. 6- I ?>'1 BE IT FURTHER RESOLVED by the Chula Vista Redevelopment Corporation that it recommends that the Redevelopment Agency grant an easement to the City of Chula Vista over that area described in Exhibit D attached to the Implementation of the Agency-BFG Land Transfer Agreement. Presented by Approved as to form by '~~l ,1 -..k- A./~~ ~ / Ann Hix, Secretary Acting Community Development Director Ann Moore City Attomey I: Alltlrncy\[IJSA\RESOS\CVRC Reso ~ Rados lransfer.doc &~o5 . .. CVRC Board Staff Report - Page 1 Item No. 5.1 CORPORATION CHute'1 \l15T/\ FROM: November 8, 2007 CVRC Board Directors ~ O,,;d R. G.,d., Ch;.f E~"d~ Offi", ~I~ Eric Crockett, Redevelopment Manage@ Exclusive Negotiating Agreement with Galaxy Commercial Holding, LLC for Properties in the E Street Visitor Transit Focus Area DATE: TO: VIA: SUBJECT: SUMMARY Action Review and consideration of Exclusive Negotiating Agreement (ENA) DeveloDer Galaxy Commercial Holding, LLC Project Summary Location Southwest corner of E St and Woodlawn Ave, immediately adjacent to the E St Trolley Station Site 2.44-acre site consisting of existing hotel/motel uses. Adjacent to E St Trolley Station, former City corporate yard, and restaurant, office, and motel uses. UCSP UC-15 Subdistrict (E St Trolley Transit Focus Area) Project Area Added Area (Part of the Merged Chula Vista Project Area) product Type Mixed-Use Residential with retail fronting E Street Est. Annual T.I. Estimated Gross Annual T.I.: $3,152,000 Function Project Elements Rules & Regulations CVRC Functions Redevelopment ENA ./ DDNOPA Cal. Redev. Law ./ Planning GPA CUP General Plan Rezone Variance Zoning Code UCSP Design Review DRC I I UCDP I Design Manual Landscape Manual UCSP Environmental Exemption ./ Initial Study CEQA Guidelines ./ ND/MND I EIR :5, \ - \ Staff Report - Item No. 5.1 Page 2 BACKGROUND On August 29, 2007, Galaxy Commercial Holding, LLC ("Galaxy") submitted to the Community Development Department a Statement of Qualifications ("SOQ") and conceptual development proposal for the development of several properties located in the City's E Street Visitor Transit Focus Area ("TFA"). This particular location is one of three TFAs in the City designated by the 2005 General Plan Update and 2007 Urban Core Specific Plan, allowing the greatest densities and heights in the City. The proposed ENA properties consist of two existing hotel/motel sites that comprise 2.44 acres (106,189 square feet) of land located immediately adjacent to the E Street Trolley Station (vicinity map attached as Attachment #1). Galaxy is currently under contract to purchase the subject properties. Galaxy is seeking an Exclusive Negotiating Agreement ("ENA") with the CVRC to: . Assist Galaxy in the scoping of City development requirements (e.g., processes, procedures, fees, schedule). . Engage in forums for early public input on development concepts, including the Redevelopment Advisory Committee ("RAC") and CVRe. . Study additional development opportunities on adjacent properties, including land for parks and affordable housing. Based on Galaxy's qualifications and the anticipated project benefits, staff is recommending that the CVRC enter into an ENA with Galaxy (Attachment #2) to facilitate the development of the subject properties. A brief overview of Galaxy's conceptual development proposal and project benefits are provided below. Buildings FAR Height Units Retail Parking DEVELOPMENT CONCEPT ANTICIPATED PROJECT BENEFITS Tax Estimated Annual Gross ! Increment T.I.: $3,152,000 Low-Mod Estimated Annual T.I. Set- Affordable Aside to Low-Mod HousiQg Affordable Housing Fund: Funds $630,400 Affordable 10% Inclusionary Housing Requirement: Development . 39 units low-income .. .... . 39 units mod-income Parkland Parkland dedication/fees . Mid-rise and high-rise with screened podium parking 6.0 210' (high-rise) Up to 780 units, phased over time Retail component along E Street 1.0 sp/du . 5 .I-~ Staff Report - Item No. 5.1 Page 3 FISCAL IMPACT Added Area Project Area Estimated Annual Tax Increment AB 1290 Pass-Throughs (25% of Net T.L) County of San Diego Sweetwater Union High School District Southwestern Community College SD County Office of Education Chula Vista Elementary School NET ANNUAL T.I. TO REDEV. AGENCY (GO'\" ot <:;ro~ T.I.) $1,891,200 RECOMMEN DATION Staff recommends that the Chula Vista Redevelopment Corporation adopt a Resolution approving an Exclusive Negotiating Agreement By and Between the Chula Vista Redevelopment Corporation and Galaxy Commercial Holding, LLC for Properties Located in the E Street Visitor Transit Focus Area at the Southwest Corner of E Street and Woodlawn Avenue. DISCUSSION The following discussion provides a more detailed description of: . Developer qualifications . Development activity in the E Street Visitor TFA / UC-15 Subdistrict . Galaxy's Conceptual Development Proposal . Project Benefits and Challenges . ENA Schedule of Activities Developer Qualifications Galaxy possesses extensive experience developing urban products in Southern California. Most notable is a recent project named VUE which is nearing completion in San Pedro, California. Old Town San Pedro shares many characteristics with Chula Vista's Urban Core. It is a historic port community in the City of Los Angeles that has long been located in a redevelopment project area, but has never generated enough market confidence to c5 .1-1 Staff Report - Item No. 5.1 Page 4 attract new development. Recognizing a rare opportunity to take advantage of San Pedro's harbor views of Los Angeles County's South Bay, Galaxy pursued the purchase and assembly of multiple parcels in the Old Town area to facilitate the development of VUE, a 16-story, 318-unit, $175 million high-rise condominium project with 1800 views of the South Bay (255 West 5th Street, San Pedro, CA; http://www.vue-Iiving.com). Galaxy is seeking the same opportunity in Chula Vista - to build a first-class condominium project capturing 1800 views of San Diego County's South Bay. . . t~ & ! Galaxy designed, processed, and began construction , ..'.' of Vue without any formal assistance or participation from the Community Redevelopment Agency of the City of Los Angeles ("CRAlLA"). The Agency did, however, playa critical role in the entitlement process because of CRAlLA's jurisdiction over certain permit approvals. Staff was able to get in contact with the CRNLA's primary staff person who worked on the Vue project, Susan Totaro, who provided a very favorable reference about CRAlLA's experience working with the Galaxy development team, citing in particular their ability to work with the local community on design refinements. (See Attachment #4 for a copy of an e-mail from CRNLA's Susan Totaro.) Staff is proposing that the CYRC and staff playa similar role with Galaxy through the CVRe's ENA and Urban Core Development Permit ("UCDP") processes. Other notable projects that Galaxy has developed or is currently processing are described below. A copy of Galaxy's Statement of Qualifications is also included as Attachment #5. . BIG: 11-story, contemporary high-rise apartment building on Wilshire Boulevard in Beverly Hills. 37-unit luxury apartment project involving the adaptive reuse of an 11-story office building. Currently the only for-lease high-rise in Beverly Hills. http://www.blubeverlyhills.com . 1300 Redlands Blvd: Currently in the predevelopment process for a 100,000 square-foot office building in Redlands, CA. Three-story concrete and glass building that will incorporate an office park atmosphere, trees and landscaping, and ample parking. S.\---'\ Staff Report - Item No. 5.1 Page 5 . Figueroa Plaza: Raffi Cohen, President of Galaxy, is best known for this groundbreaking development in downtown Los Angeles. 660,000 square feet of twin office towers, with 1.2 million square feet of underground parking, at First and Figueroa Streets. Development Activity in the E Street Visitor TFA / UC-15 Subdistrict In addition to the subject site, other real estate/development activity in the E Street Visitor TFA / UC-15 Subdistrict is creating a unique opportunity for the City and CVRC to work with private investors to "master plan" transit-oriented development around the E Street Trolley Station. The Intergulf-Lennar development team has an ongoing ENA with the CVRe/Agency for the City's former corporate yard located on the northwest corner of F Street and Woodlawn Avenue, immediately south of the Galaxy site. Intergulf/Lennar is proposing multiple high-rise towers, consistent with the UC-15 Subdistrict's 6.0 FAR and 210' height limit. (See Attachment #6 for a copy of the UC-15 zoning sheet.) Immediately north of the corporate yard and west of the Galaxy site is the E Street Trolley Station. The San Diego Metropolitan Transit System ("MTS") has also expressed openness during previous discussions about the possible redevelopment of the E Street Trolley Station as a mixed-use facility that includes rental housing. Conceptual Development Proposal In addition to the three parcels that are the primary subject of this ENA, Galaxy has made offers on two additional sites adjacent to the subject parcels: (1) Aunt Emma's Restaurant, and (2) the office building located immediately south of The Traveler Inn. Galaxy's conceptual development proposal envisions a phased development strategy in accordance with the UCSP. This would include mid-rise and high-rise buildings with retail along E Street (possibly wrapping Woodlawn Avenue), screened podium parking, and paseos to provide pedestrian access to the E Street Trolley Station through the project. Galaxy is estimating that, under ideal conditions, it could build up to 780 units on the site over time, in phased increments of two to three hundred units. ~, \-5 Staff Report -Item No. 5.1 Page 6 Project Benefits & Challenges In addition to creating needed density on the west to jumpstart the Urban Core Specific Plan, Galaxy's development concept has the potential to generate significant public benefits: . Tax Increment (T.I.): As proposed, the project has the potential to ultimately annually generate $3,152,000 (Gross T.I.) of new local revenues for affordable housing, schools, and other redevelopment activities, including infrastructure improvements. (See "Fiscal Impact" Section on Page 7.) . Affordable Housing: The City's existing Inclusionary Housing Policy requires that 10% of new residential construction be affordable to low- and moderate- ,"' c ~I income residents. Due to land availability on the . ~'~ west, however, the majority of Chula Vista's new ~. ,II / " affordable housing has historically been built on the . . east. To create new quality housing stock on the west _, _' '. at affordable prices and rents, the City's Housing Element and the Redevelopment Agency's Five Year Implementation Plan both prioritize the creation of new affordable housing on the west, particularly within redevelopment project areas. The proposed ENA project could make great strides toward creating a more balanced housing stock on the west. As envisioned, this project could produce an inclusionary requirement of up to 80 affordable units at eventual buildout. . Parkland: Similar to affordable housing, limited land availability on the west presents significant challenges to the physical acquisition and development of parkland, even with the collection of significant park fees. Based on the location of the ENA site, however, Galaxy's project has the potential to create land for new parks, including the possible beginning of the UCSP's linear park vision along Woodlawn Avenue. . E Street Trolley Crossing: The location of the ENA site also presents some challenges to development, particularly with respect to the E Street Trolley crossing. These challenges, however, could ultimately become important opportunities for creating greater public benefit. The E Street Trolley crossing has been identified for several years now by SANDAG as a priority location for a split-grade station (either above- or below-ground). 5.\-" Staff Report - Item No. 5.1 Page 7 Undergrounding the Trolley line at this intersection would significantly lessen traffic levels at the crossing and create greater connectivity between the Urban Core and Bayfront. Funding, however, is and will continue to be a major factor in the timing of the grade separation. Net Tax Increment that the Redevelopment Agency could generate from the Galaxy project could be leveraged to issue bonds to help fund and prioritize the grade separation. ENA Schedule of Activities A key element of the ENA is the Schedule of Activities (Attachment #7). The proposed Galaxy schedule differs from most schedules that the CVRC has reviewed in the past, because of: (1) the possibility that no Redevelopment Agency assistance will be needed to build the project; and (2) the potential magnitude and importance of this catalyst project for the Urban Core. The proposed ENA schedule includes two instances of early CVRC technical input on the project. These early working sessions with the CVRC will allow for more informal dialogue between the Board and developer to openly discuss and exchange ideas about the physical and financial opportunities and challenges of the project. DECISION-MAKER CONFLICT Staff has reviewed the property holdings of the CVRC Directors and has found no property holdings within 500 feet of the boundaries of the property which is the subject of this action. ATTACHMENTS 1. Vicinity Map - ENA Properties and Study Area 2. Draft Galaxy ENA 3. Draft CVRC Resolution Approving the Galaxy ENA 4. Reference E-mail for Galaxy from CRNLA 5. Galaxy Statement of Qualifications 6. UC-15 Subdistrict Zoning Sheet 7. ENA Schedule of Activities PREPARED BY, Ken Lee, Principal Community Development Specialist 5' \ \- J , \~ '\ "',c \, ....,..GO~ b. 1;, ~ ~ 1l- 1l- ~ '! ~ ~ ~ ~ < '" ~ ~ w w '" ~ ~ GALAXY ENA . ENA "Property" o ENA "Study Area" UC-15 Subdistrict Attachment 2 EXCLUSIVE NEGOTIATING AGREEMENT This Exclusive Negotiating Agreement ("Agreement"), dated as of this 8th day of November, 2007 ("Effective Date"), is made by and between the CHULA VISTA REDEVELOPMENT CORPORATION, a California nonprofit, public benefit corporation ("CVRC"), on behalf of and for the Redevelopment Agency of the City of Chula Vista, a public body, corporate and politic ("Agency"), and GALAXY COMMERCIAL HOLDING LLC, a Delaware limited liability company ("Developer"), with reference to the following facts: RECITALS In furtherance of the objectives of the California Community Redevelopment Law, the Agency has undertaken a program for the redevelopment of certain areas within the City of Chula Vista ("City"), and in connection therewith is undertaking and carrying out activities for redevelopment in the Added Area and Town Centre II Project Areas ("Project Areas") pursuant to and in furtherance of the redevelopment plan for the Project Area ("Redevelopment Plan"). The subject matter of this Agreement concerns that certain real property located within the Added Area Project Area ("Added Area") as depicted in Exhibit "A" hereto ("Property"). The Property consists of three parcels encompassing approximately 106,189 square feet, or 2.44 acres, of territory located along the southerly side of E Street, between Interstate 5 Freeway and Broadway in the City of Chula Vista (Assessor Parcel Numbers 567- 031-1700, 567-031-2800, 567-031-2900). Developer has an interest in the Property through a 300-day Purchase and Sale Agreement. Existing uses and structures on the Property include a Best Western hotel located at 710 E Street (Assessor Parcel Number 567-031-1700) and The Traveler's Inn motel located at 230 Woodlawn Avenue (Assessor Parcel Numbers 567-031-2800, 567-031-2900). The Developer submitted an unsolicited proposal and statement of qualifications for development of the Property on August 29, 2007, and is proposing to develop an urban, mixed use residential development ("Project"), in accordance with the City's land use goals and policies for the E Street Visitor Transit Focus Area of the General Plan, and the City's development standards and design guidelines of the UC-15 Subdistrict of the Urban Core Specific Plan ("U CSP"). Based on the Developer's proposal and qualifications, the CVRC desires to enter into this Agreement with the following objectives, consistent with the terms and conditions of this Agreement: . Facilitate a cooperative development process that will result in high quality development of the Property; . If warranted and appropriate, consider entering into a mutually acceptable owner participation agreement ("OP A") for the development of the Property; and '5' , \ -1 -J- . If warranted and appropriate, explore additional development opportunities adjacent to the Property within the UC-lS Subdistrict of the UCSP, depicted in Exhibit "A" as ENA "Study Area." The CVRC and the Developer ("Parties") desire to enter into this Agreement in order to set forth the rights and duties of the Parties during the term of the Exclusive Negotiating Period. NOW, THEREFORE, in consideration of the foregoing Recitals and the obligations contained herein, the Parties mutually agree as follows: 1. GOOD FAlTHNEGOTIATIONS A. CVRC and Developer agree (pursuant to Section 2.A) to negotiate in good faith pursuant to the terms of this Agreement, an OPA or other form of agreement or agreements to be entered into between the Agency and Developer concerning the development of the Property by Developer. During the negotiation period pursuant to Section 2 below, CVRC agrees not to negotiate with any other person or entity regarding development of the Property without the consent of Developer. Nothing in this Agreement shall be deemed a covenant, promise or commitment by the CVRC, the Agency, the City ofChula Vista, or any agency of the City, with respect to the acquisition of property or the approval of the development project. CVRC's acceptance of this Agreement is merely an agreement to enter into a period of exclusive negotiations according to the terms hereof, reserving final discretion and approval by Agency as to any actions required of it. B. Notwithstanding the foregoing, Developer acknowledges that Agency may receive from time to time, unsolicited alternative proposals for the development of the Property. Agency shall notify Developer within ten days after receiving an unsolicited development proposal for all or any portion of the Property. Agency and Developer shall confer in good faith to assess the benefits of the unsolicited proposal. The CVRC and Agency agree, however, to not enter into any other Exclusive Negotiating Agreement, or enter into negotiation with any other persons or entities, with regard to the Property during the negotiation period, as described in Section 2.A of this Agreement. 2. NEGOTIATION PERIOD A. CVRC and Developer agree to negotiate for an initial period of three hundred (300) days which shall commence on the Effective Date unless earlier terminated in accordance with the provisions hereof ("Initial Negotiation Period"). B. If, upon the expiration of such Initial Negotiation Period, the Parties have not each approved and executed an OPA, or other agreement for development of the Property, then the Chief Executive Officer of the CVRC ("CEO"), in his or her sole discretion, on behalf of the CVRC, is authorized to extend, in writing, the term ofthis Agreement for up to an additional one hundred fifty days (150) days ("Extended Negotiation Period") provided that at the end of the Initial Negotiation Period, neither the CVRC nor the Developer has exercised its right to :)'. \ .... \ 1) - 2- terminate the Agreement, as provided herein, and the Developer is in full compliance with all terms and conditions hereof, the Developer concurs with such extension of the negotiation period, and the CEO has determined that: (i) there is a reasonable likelihood that the Developer will agree to terms and conditions for the development of the Project on the Property; and (ii) Agency staff will be able to recommend approval of the OP A or other agreement for development of the Property to the Agency prior to the expiration of the Extended Negotiation Period. C. If, after expiration of the Initial Negotiation Period, or after the Extended Negotiation Period if this Agreement is extended, the Parties have not each approved and executed an OPA, or other agreement for development of the Property, then this Agreement shall automatically terminate and Developer shall have no further rights regarding the subject matter of this Agreement or the Property, and Agency shall be free to negotiate with any other persons or entities with regard to the Property. D. Developer acknowledges that it is in the process of acquiring the subject Property and opened an escrow account on or about August IS, 2007 and that escrow shall close 300 days after Developer has removed all contingencies pursuant to Developer's Purchase and Sale Agreement. Developer acknowledges and agrees that, should the subject Property fallout of escrow, or should escrow not close for any reason, this Agreement shall immediately terminate. 3. OBLIGATIONS OF DEVELOPER A. Schedule CVRC and Developer agree and acknowledge that all submittals required by this Agreement shall be submitted pursuant to the timeline attached hereto as Exhibit "B." Exhibit "B" may be amended administratively by the CEO as needed and with the concurrence of the Developer in writing, provided the timeline does not exceed the Initial Negotiation Period or the Extended Negotiation Period, if applicable. B. Development and Design Plans During the negotiation period, Developer shall submit development and design plans for the Project as described in Exhibit "B." Developer shall also furnish such information to CVRC regarding the Project as may be required by CVRC and/or City to perform an environmental review pursuant to the California Environmental Quality Act ("CEQA"). All fees and expenses for engineers, architects, financial consultants, legal, planning or other consultants retained by Developer to perform Developer's obligations set forth in this Agreement shall be the sole responsibility of Developer. C. Reports, Studies and Public Participation Developer shall make written reports to the CVRC on the Developer's progress toward meeting its obligations under this Agreement as requested by the CVRC, and if requested by the CVRC, Developer shall make periodic oral progress reports on all matters and all studies being S., - \ \ - 3- made related to the acquisition of the Property and development of the Project and other matters under negotiation to the extent that they do not include confidential matters. As CYRC deems reasonably necessary or appropriate, presentations may be requested at public forums to solicit input from citizens, businesses, stakeholders and relevant interest groups. D. Financing Developer shall, consistent with Exhibit "B," develop a program of financing that provides the CYRC with reasonably satisfactory evidence that fmancing will be available for acquisition and development of the Property. E. Deposit Within fourteen (14) days of the Effective Date, Developer shall deposit with CYRC $10,000 (Ten Thousand Dollars) in immediately available funds ("ENA Deposit"). The ENA Deposit shall be used by CYRC to conduct project analysis for this Agreement including, but not limited to, payment for third party consultants and other reasonable costs incurred by the CYRC and Agency in conducting such analysis. Upon written request of Developer, CYRC shall provide Developer with regular accounting of funds expended. CYRC shall request additional deposits if the ENA Deposit is exhausted and/or Developer submits a written request for Redevelopment Agency assistance or participation in the Project and CYRC determines further analysis is required. CYRC may cease negotiations and all activities of third party consultants until such time as ENA Deposit is replenished as reasonably requested by CYRC. Any deposit balance remaining upon the termination of the Agreement, less any interest earned on said deposit, shall be returned to Developer or shall be applied to any deposit required by a subsequent OPA or other agreement for development of the Property. 4. CYRC OBLIGATIONS AND DUE DILIGENCE A. During the Negotiation Period, if Developer submits a written request for Redevelopment Agency assistance or participation in the Project, CYRC shall conduct a due diligence investigation of the Developer's ability to own and/or operate the Project in a responsible manner. If the CEO determines in his or her sole discretion that Developer does not have the ability to successfully own and/or operate the Project in a responsible manner, the CEO may terminate this Agreement by delivering written notice thereof to Developer. CYRC's due diligence efforts may include, without limitation, the following: I. Assessment of the proposed financing and the capacity of Developer to qualifY for financing for the Project. At the written request of the CYRC, Agency or City, Developer also agrees as a continuing obligation to provide to the CYRC, Agency or City all documentation reasonably related for the CYRC, Agency or City to assess the proposed financing and the capacity of Developer to qualify for financing for the Project; and 2. Assessment of the capacity of Developer and its principal staff to effectively own and/or manage the Project, including the ability to carry out any ongoing management oversight responsibilities. At the written request of the CYRC, Agency or City, Developer also agrees as a continuing obligation to provide to the CYRC, Agency or City all documentation reasonably related for the CYRC, Agency or City to assess the capacity of 5\\-\1- .4. Developer and its principal staff to effectively own and/or manage the Project, including the ability to carry out any ongoing management oversight responsibilities. B. CYRC agrees to cooperate with Developer in providing equity partner(s) and/or lender( s) of Developer with appropriate and necessary information for the Developer to fulfill its obligations hereunder, which information is not otherwise privileged. C. CYRC shall also cooperate with Developer's professional consultants and associates in providing them with any information and assistance, so far as such information is not otherwise privileged, reasonably within the capacity, possession or control of the CYRC in connection with the preparation of the Developer's submissions to the CYRC. D. CYRC acknowledges that, during the Negotiation Period, Developer may pursue the purchase of additional properties located in the ENA Study Area. During the Negotiation Period, the CEO shall have the authority to administratively amend the ENA to incorporate additional parcels as "Properties" subject to the ENA upon written request of the Developer and receipt of evidence from the Developer that Developer has entered into a fully executed Purchase and Sale Agreement, or other Agreement as deemed appropriate, for the acquisition of said parcels. 5. OPA The Parties hereby acknowledge and agree that, during the Initial Negotiation Period and, if applicable, the Extended Negotiation Period, the Parties shall use their respective good faith efforts to negotiate and enter into an OP A or other agreement for development of the Property which shall include, but not be limited to, the following: (i) the design of the Project by the Developer, which design and any required permits shall be subject to the approval by the CYRC and/or City; (ii) the construction of the Project by the Developer in accordance with fmal plans and specifications to be provided by the Developer and approved by the CYRC and/or City, pursuant to a detailed schedule of performance by the Developer; (iii) the operation and management of the Project by the Developer in a good and professional manner and subject to the covenants required by law; (iv) the maintenance of landscaping, buildings, and improvements in good condition and satisfactory state of repair so as to be attractive to the community; (v) the operation of the Project by the Developer in compliance with all equal opportunity standards established by federal, state and local law; (vi) provision by each contractor and/or subcontractor (as the case may require and as appropriate) performing work on the Project of the requisite performance bond and labor and materials payment bond to assure completion of the Project free of mechanics' liens; (vii) the Project shall be of a quality consistent with plans and renderings provided by Developer and approved by the CYRC; (viii) the terms and conditions upon which either party may terminate the OP A (e.g., the discovery of environmental issueslhazardous substances on the Property, unexpected development or construction costs). 6~\-\~ - 5- 6. ADDITIONAL TERMS AND OBLIGATIONS A. Real Estate Commissions CYRC shall not be liable for any real estate commission or brokerage fees which may arise herefrom. Developer agrees to indemnity and hold the CYRC, Agency and City harmless from and defend CYRC, Agency and City against claims for commissions or fees made by such party and against any damage or expense that the CYRC, Agency and City may incur, including expenses for attorney's fees and court costs. B. Each Party to Bear its Own Cost Each party shall bear its own costs incurred in connection with the negotiation of an OP A or other agreement for development of the Property, and the implementation of this Agreement, except as otherwise expressly provided herein or expressly agreed in writing. C. Confidentiality CYRC and Developer recognize that disclosures made by Developer pursuant to this Agreement may contain sensitive information and that the disclosure of such information to third parties could impose commercially unreasonable and/or uncompetitive burdens on Developer and, may correspondingly, diminish the value or fiscal benefit that may accrue to the CYRC upon the redevelopment of the Property by the Developer, if a future OP A or other agreement for development of the Property is entered into by the Parties. Developer acknowledges and agrees that CYRC is a public entity with a responsibility and, in many cases, legal obligation to conduct its business in a manner open and available to the public. Accordingly, any information provided by Developer to CYRC with respect to the Property, the Project or Developer may be disclosed to the public either purposely, inadvertently, or as a result of a public demand or order. With respect to any information provided that Developer reasonably deems and identifies in writing as proprietary and confidential in nature, CYRC agrees to exercise its best efforts to keep such information confidential. In addition, if CYRC determines that it is required under applicable law to disclose any information identified by Developer as proprietary and confidential in nature, CYRC shall notity Developer as least three business days before disclosure of such information which will provide Developer the opportunity to seek a protective order preventing such disclosure. D. Assignment 1. CYRC would not have entered into this Agreement but for Developer's unique qualifications and experience. Therefore, Developer's rights and obligations under this Agreement may not be assigned without the prior written approval of CYRC in its sole discretion. Notwithstanding the foregoing, subject to the prior written approval of the CEO, which shall not be unreasonably withheld, Developer may assign its rights hereunder to a new entity formed by the Developer for purposes of developing the Project. Such new entity may include additional parties provided that the Developer retains responsibility for fulfilling its ~.\-l~ -6. obligations hereunder and Developer retains management control and authority over the entity and the Project. 2. Upon the assignment sale or transfer, whether voluntary or involuntary, of more than fifty percent (50%) of the membership, ownership, management or control of the Developer (other than such changes occasioned by the death or incapacity of any individual) that has not been approved by the CYRC, the CYRC may terminate this Agreement, without liability, by sending written notice of termination to Developer. E. Nondiscrimination Developer shall not discriminate against nor segregate any person, or group of persons on account of race, color, creed, religion, sex, marital status, disability, national origin or ancestry in undertaking its obligations under this Agreement. 7. RETENTION OF DISCRETION A. By its execution of this Agreement, CYRC is not committing itself or agreeing to undertake any activity requiring the subsequent exercise of discretion by CYRC, Agency, or City, or any department thereof including, but not limited to, the approval and execution of an OPA or other agreement for development of the Property; the proposal, amendment, or approval of any land use regulation governing the Property; the provision of financial assistance for the development of any public or private interest in real property; the authorization or obligation to use the Agency's eminent domain authority; or, any other such activity. B. Developer understands and agrees that the CYRC, Agency, and City, in their respective legislative roles, reserve the right to exercise their discretion as to all matters which the CYRC, Agency, and City are by law entitled or required to exercise such discretion, including but not limited to, entitlements or permits for the development of the Property and adoption of any amendments to policy documents (including the General Plan, Urban Core Specific Plan, and Redevelopment Plans). In addition, Developer understands and agrees that the entitlements and any other documents shall be subject to and brought to the CYRC, Agency, or City, as appropriate, for consideration in accordance with applicable legal requirements, including laws related to notice, public hearings, due process, and the California Environmental Quality Act. C. Developer acknowledges that any plans processed for the Property will be based upon the current General Plan and Zoning Code of the City. Additionally, Developer acknowledges that the City is still in the process of completing certain portions of the Urban Core Specific Plan ("UCSP"). Developer acknowledges and agrees that the City may consider a number of development alternatives for the Property for consideration by the City Council as part of City's UCSP process. Developer further acknowledges that the City is currently in litigation over the UCSP and that said litigation could affect the Property and the Developer's interests therein. Developer agrees and acknowledges that the processing, adoption and/or amendment of the General Plan or the UCSP by the City is not a consideration in its proceeding with this Agreement or the proposed development project and Developer may need to request t5',\ - \ 5' -7 - amendments to the General Plan or UCSP. The General Plan and UCSP are legislative actions and this agreement does not limit or in any way interfere with the City Council's ability to exercise their discretionary authority as it relates to these or any other legislative actions. Developer acknowledges and agrees that the exercise of the City's legislative discretion, whether by the City Council's own actions or pursuant to or as a result of any litigation shall not form the basis of breach of this Agreement, express or implied, or any other claims against the City. D. This Agreement does not constitute a disposition of property or exercise of control over property by CVRC and does not require a public hearing. CVRC execution of this Agreement is merely an agreement to enter into a period of exclusive negotiations according to the terms hereof, reserving final discretion and approval by Agency as to any proposed OP A or other agreement for development of the Property and all proceedings and decisions in connection therewith. The parties understand that Agency has the complete and unfettered discretion to reject an OPA or other agreement for development of the Property without explanation or cause. The risk of loss of all processing, design and developmental costs incurred by the Developer prior to OPA or other agreement for development of the Property approval shall be absorbed entirely by Developer. As to any matter which the CVRC and/or Agency may be required to exercise its unfettered discretion in advancing the Project to completion, nothing herein shall obligate the CVRC and/or Agency to exercise its discretion in any particular manner, and any exercise of discretion reserved hereunder or required by law, shall not be deemed to constitute a breach of CVRC duties under this agreement. 8. TERMINATION RIGHTS Notwithstanding the Initial or Extended Negotiating Periods hereinabove set forth, either party may terminate this Agreement if the other party has materially defaulted in its obligations herein set forth, and the terminating party has provided defaulting party with written notification of such determination, and the defaulting party has refused to cure same. The written notification shall set forth the nature of the actions required to cure such default if curable. Defaulting party shall have 30 days from the date of the written notification to cure such default. If such default is not cured within the 30 days, the termination shall be deemed effective. Any failure or delay by a party in asserting any of its rights or remedies as to any default shall not operate as a waiver of any default or of any rights or remedies associated with a default. Each party shall also have the right to terminate this Agreement in the event that CVRC or Developer determines that: (a) the Project is infeasible or not in the public interest; or (b) the parties reach an impasse in their negotiation of the OPA, or other agreement for development of the Property, which cannot be resolved after good faith efforts. 9. GENERAL PROVISIONS A. Addresses for Notice Developer's Address for Notice: Galaxy Holding, LLC 8906 W. Olympic Boulevard, Suite 200 Beverly Hills, California 90211 '5'.\-1'" - 8- Attention: Telephone: Fax: Copy to: Raffi Cohen, President (310) 273-7233 (310) 273-7239 Diane Erickson, Vice PresidentlProject Manager CVRC's Address for Notice: City of Chula Vista - CVRC Community Development Department 276 Fourth Avenue Chula Vista, CA 91910 Attention: Eric Crockett, Redevelopment Manager Telephone: (619) 691-5047 Fax: (619)476-5310 Copy to: Ken Lee, Principal Community Development Specialist B. Authority Each party represents that it has full right, power and authority to execute this Agreement and to perform its obligations hereunder, without the need for any further action under its governing instruments, and the parties executing this Agreement on the behalf of such party are duly authorized agents with authority to do so. C. Counterparts This Agreement may be executed in multiple copies, each of which shall be deemed an original, but all of which shall constitute one Agreement after each party has signed such a counterpart. D. Entire Agreement This Agreement together with all exhibits attached hereto and other agreements expressly referred to herein, constitutes the entire Agreement between the parties with respect to the subject matter contained herein. All prior or contemporaneous agreements, understandings, representations, warranties and statements, oral or written, are superseded. E. Further Assurances The parties agree to perform such further acts and to execute and deliver such additional documents and instruments as may be reasonably required in order to carry out the provisions of this Agreement and the intentions of the parties. F. No Third Party Beneficiaries There are no other parties to this Agreement, express or implied, direct or indirect. CVRC and Developer acknowledge that it is not their intent to create any third party beneficiaries to this Agreement. @, \- 'J .9- G. Exclusive Remedies 1. In the event of default by either party to this Agreement, the Parties shall have the remedies of specific performance, mandamus, injunction and other equitable and legal remedies. Neither party shall have the remedy of monetary damages against the other; provided, however, that the award of costs of litigation and attorneys' fees shall not constitute damages based upon breach of this Agreement where such an award is limited to the reasonable costs of litigation incurred by the Parties. 2. Each party acknowledges that it is aware of the meaning and legal effect of California Civil Code Section 1542, which provides: A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him would have materially affected his settlement wjth debtor. California Civil Code Section 1542 notwithstanding, it is the intention ofthe Parties to be bound by the limitation on damages and remedies set forth in this Section 7G, and the Parties hereby release any and all claims against each other for monetary damages or other legal or equitable relief related to any breach of this Agreement, whether or not any such released claims were known to either of the Parties as of the date of this Agreement. The Parties each waive the benefits of California Civil Code Section 1542 and all other statutes and judicial decisions of similar effect with regard to the limitations on damages and remedies and waivers of any such damage and remedies contained in this Section 7G. H. Indemnity Developer shall indemnify, protect, defend and hold harmless CVRC, City and Agency, its elected officials, employees and agents from and against any and all challenges to this Agreement, or any and all losses, liabilities, damages, claims or costs (including attorneys' fees) arising from Developer's negligent acts, errors, or omissions wjth respect its obligations hereunder or the Property, excluding any such losses arising from the sole negligence or sole wjllful misconduct of CVRC, City or Agency, its elected officials, employees, and agents. This indemnity obligation shall survive the termination of this Agreement. I. Time is of the Essence Time is of the essence for each of Developer's obligations under this Agreement. [NEXT PAGE IS SIGNATURE PAGE] \5, , -I <t -10- Signature Page To Exclusive Negotiating Agreement IN WITNESS WHEREOF the parties hereto have executed this Agreement as ofth. date set forth above, thereby indicating the consent of their principals. CHULA VISTA REDEVELOPMENT CORPORA nON GALAXY HOLDING, LLC California Limited Liability eompany By: Chris Lewis Chair / .-rry. -- lK Ra hen / President Date: Date: /(!//31/07' . APPROVED AS TO FORM: By: Ann Moore General Counsel Date: ATTEST: By: Ann Hix ~P..crP.t:::lTV 5. \- \~ "' ~ 1> .., "'.<- rP'''' IJ" . :> < ~ ~ ~ w w ~ ~ ~ "' ~ ~ ~ "- ~ ~ ~ "- "- GALAXY ENA II o ENA "Property" ENA "Study Area" UC-15 Subdistrict EXHIBIT "B" EXCLUSIVE NEGOTIATING AGREEMENT SCHEDULE OF ACTIVITIES RAC #1 Submittal of preliminary development concepts and design Galaxy for staff review and comment. Early technical input and comment from CVRC Board of Staff & Galaxy Directors on preliminary development concepts, includiog development opportunities and constraints in the UC-IS Subdistrict. Presentation of preliminary design concepts and drawings Galaxy to the Redevelopment Advisory Committee for early public input. Development Concepts CVRC Technical Input #1 Application Submittal RAC #2 Formal submittal of Urban Core Development Permit Galaxy (UCDP) application. Presentation of project desigo to the Redevelopment Galaxy Advisory Committee for review, comment, and advisory recommendation. Presentation of revised/ final project design to CVRC Galaxy Board of Directors for technical input and comment prior to final CVRC Hearing. CVRC Technical I Input #2 CVRC Hearing to review and consider Urban Core Development Permit (UCDP). S,\-:f--\ ATTACHMENT #3 CVRC RESOLUTION NO. RESOLUTION OF THE CHULA VISTA REDEVELOPMENT CORPORATION APPROVING AN EXCLUSIVE NEGOTIATING AGREEMENT WITH GALAXY COMMERCIAL HOLDING, LLC FOR PROPERTIES LOCATED ON THE SOUTHEAST CORNER OF E STREET AND WOODLAWN AVENUE WHEREAS, it is the role and responsibility of the Chula Vista Redevelopment Corporation ("CVRC") and the Redevelopment Agency of the City of ChuIa Vista ("Agency") to promote economic vitality, create market confidence, encourage environmental health and remediation, create public benefits and amenities, and facilitate the development, reconstruction, and rehabilitation of residential, commercial, industrial, and retail uses in the City of Chula Vista; and WHEREAS, an Exclusive Negotiating Agreement ("ENA") is an important redevelopment tool to the Agency to establish a legal and contractual framework for negotiations and provide a defined timeline for completion of predevelopment activities with a developer on a potential redevelopment project; and WHEREAS, Galaxy Commercial Holding, LLC ("Developer") has submitted a Statement of Qualifications and unsolicited proposal to develop a mixed-use residential condominium project on privately-owned properties located at the southeast comer of E Street and Woodlawn Avenue, consisting of Assessor Parcel Numbers 567-031-1700, 567-031-2800, 567-031-2900 ("Property"), located in the Agency's Added Area Redevelopment Project Area ("Added Area"); and WHEREAS, CVRC support staff has determined that Developer is qualified to design and develop a high quality project at the proposed development site that is consistent with the goals of the Agency's adopted Redevelopment Plan for the Merged Chula Vista Redevelopment Project Area, containing the Added Area; and WHEREAS, the Chula Vista Redevelopment Corporation ("CVRC") became a legal entity on June 15,2005, and became operational on February 23, 2006; and WHEREAS, the CVRC is authorized under Chapter 2.55.060 of the ChuIa Vista Municipal Code ("CVMC") to approve exclusive negotiating agreements within redevelopment project areas on behalf of the Agency; and WHEREAS, it is in the interest of the Chula Vista Redevelopment Agency and the City of Chula Vista for the Chula Vista Redevelopment Corporation to execute and enter into an ENA with Developer for the proposed development site based on Developer's qualifications; and WHEREAS, approval of the ENA is exempt from the California Environmental Quality Act ("CEQA") pursuant to Section 15061(b)(3) of the State CEQA Guidelines; and 6'.\-j..:L- CVRC Resolution No. 2007- Page 2 WHEREAS, state law and locally-adopted owner participation rules provide for the extension of owner participation rights to all property owners who would be affected by the proposed development; and WHEREAS, no owner participation process is required at this time as the Property is currently the subject of a Purchase and Sale Agreement between the Developer and owner. NOW THEREFORE BE IT RESOLVED that the Chula Vista Redevelopment Corporation does hereby approve the Exclusive Negotiating Agreement with Galaxy Commercial Holding, LLC for Property located at the southeast comer of E Street and W oodlawn Avenue, and authorizes the Chair to execute said Agreement. Presented by: Approved as to form by Eric Crockett Secretary 1,~ re "1 eneral Counse 3, \-).:~ Attachment 4 Page 1 of 1 Ken Lee From: Totaro, Susan [stotaro@cra.lacity.org] Sent: Monday, September 17, 2007 8:24 PM To: Ken Lee Subject: RE: Vue I Galaxy Commercial Holding, LLC Hi Ken, I'd be happy to give you a favorable recommendation on Galaxy Holdings project, the VUE. Please be advised the CRA/LA did not enter into any agreement with Galaxy for the VUE and has not provided any financial assistance In Sept. 2004, the CRA approved a discretionary land use action to permit residential (318 units) on land designated commercial in the Beacon Street Redevelopment Project Area. Galaxy was also successful in obtaining an amendment to the San Pedro Community Plan from the City Planning Dept. that was essential in building housing on the site. A portion of his 5th Street property had been zoned industrial which did not penmit housing. The entitlement process for this project took at least 18 months, Galaxy, through Mr. Cohen, himself and his development team have been cordial and responsive to the San Pedro community's suggestions to improve the design of the building to make it more pedestrian friendly. The Galaxy Team and landscape architects had met with the Pacific Corridor Community Advisory Committee and Design Advisory Panel on a number of occasions to address the blank walls of the five story parking structure along Centre Street and ways to activate 5th Street, since the development offered no retail. The VUE is indeed a signature project and has created a lot of excitement in San Pedro. We commend Mr. Cohen for his tenacity, his belief in San Pedro and for building a first class high-rise on a site that had been empty for THIRTEEN YEARS with an obsolete ten story office structure. While the CRA had no agreement with Galaxy, the eRA and community's conditions were adhered to because, the CRA is a signatory on the building's construction permit. Please call me, if you have any questions. SUSAN TOTARO Project Manager (213) 977-1987 (310) 241-0326; (3101241-0328 (fax) ~ ,\-).,,\ 10/24/2007 Attachment 5 Galdxy ComrT1.:""r cia. He>lding.. LLC August 29. 2007 Attn: Mr. Eric Crockett Attn: Mr. Ken Lee City of Chula Vista Community Redevelopment Department 276 Fourth Avenue Chula Vista, CA 91910 RE: Statement ofOualiticatiom': Transit Focu~' Area of the Urban Core Soecific Plan Dear Mr. Crockett and Mr. Lee: Please allow this cover letter and the attached information to serve as a Statement of Qualifications ("SOQ") for purposes of entering into an Exclusive Negotiating Agreement regarding a proposed development consisting of an MTS site and other sites located in the Transit Focus Area of the Urban Core Specific Plan (as described below). We are very excited about the opportunity to playa critical role in assisting with the revitalization of the Transit Focus Area by creating and designing a project that is consistent with our development efforts for the shopping center and Best Western sites (described below), innovative. outstanding and distinct for the community and the region, vibrant. pedestrian fiiendly, transit oriented and enduring. We envision this development opportunity as a catalyst for the redevelopment of the Urban Core Specific Plan. Attached please find a Statement of Qualifications consisting of the following information: ]. Developer Contact information; 2. Developer qualifications; 3. Development experience; 4. Financial capability: 5. Conceptual development proposal; and 6. Disclosure Statement attached as Exhibit "A". If you require additional information. please do not hesitate to contact us. We look forward to working with you! Very truly yours, ~~r ...../// ffi'Cohen 8906 W. Olympic Blvd Suite 200, Beverly Hills, CA 90211 Tel: 310.273.7233 Fax: 310- 273.7239 www.ga/axyholding.com ~ I 1-1.:S- Galaxy Commel"c:ial Holding~ LLC STATEMENT OF OUALIFICA nONS I. DeveloDer Contact Information: Galaxy Commercial Holding, LLC 8906 West Olympic Boulevard Suite 200 Beverly Hills, CA 90211 Phone: 310.273.7233 Fax: 310.273.7239 rcohen(@galaxvholding.com 2. Develooer Oualifications: Galaxy Commercial Holding, LLC, a Delaware limited liability company ("Galaxy"), is an urban residential and commercial real estate development firm based in Beverl y Hills. CA. The company's mission is to provide innovative, enduring value enhancement for a variety of commercial and residential properties in urban and infill areas with a focus on high-rise buildings. In 2007. Galaxy was ranked #10 by the Los Angeles Business Journal as one of the top residential real estate developers in Southern California (see attachment, Exhibit "B"). Galaxy Members & BiograDhies: Roffi Cohen. Principal and President Galaxy's principal officer is Raffi Cohen, who manages and administers the entire development process. Mr. Cohen has been developing properties for more than 25 years and is best known for his influence as a developer of high-rise commercial and residential properties. Mr. Cohen has also developed hundreds of apartment buildings as well as numerous hotels and retail projects. Throughout his development experience. Mr. Cohen has developed elose working relationships with the City and County of Los Angeles and with the State of California. Mr. Cohen is an active member of the Urban Land Institute's Mixed-Use Council. Mr. Cohen is responsible for improvements that will enhance Southern California's business and residential communities. Mr. Cohen is also a member of the Chairman's Circle of the San Pedro Chamber of Commerce and the Beverly Hills 8906 W. Otympic Blvd Suite 200, Beverly Hills, CA 90211 Tel: 310-273-7233 Fax: 310- 273-7239 www.galaxyholding.com 13. rJ..lR Galaxy COO'ln-ae-rclial Holding~ LLC Chamber of Commerce. In 1989, Mr. Cohen was appointed to the Downtown Strategic Plan Advisory Committee, known as the LA 2000 Committee, by fimner Los Angeles Mayor Tom Bradley. Mr. Cohen continues to provide counsel and advice as needed to various agencies and firms for highest and best use of various properties. .John Conway. Chief Financial Officer Mr. Conway brings an extensive background in real estate development and investment to Galaxy. He has worked with numerous public and private companies. joint venturers, owners and investors. Mr. Conway began his career in public accounting as a CPA tor Kenneth Leventhal & Company in Los Angeles. He then spent 17 years at a real estate company located in Newport Beach, CA moving from Controller to President. While there, he oversaw numerous joint venture and development projects including the planning and development of two master planned communities. single and family multi-housing projects, offiee and other commercial developments. Mr. Conway holds a Bachelor's and a Master's Degree in Business Administration and Accounting from California State University, Northridge and CPA and Real Estate Broker licenses. Steve Cienfuegos, Vice Preside/ll Q(Constructio/1 Mr. Cienfuegos brings more than 30 years experience in development. construction, sales and operations/management in residential and commercial projects. Prior to Galaxy, Mr. Cienfuegos has held numerous senior level positions in project management, purchasing, field operations and as development manager. Prior employers include Hearthstone Homes, Capstone West. Catellus, Birtcher Construction and Capital Pacific Holdings. Professional affiliations include membership to Building Industry Association of Southern California, Valley Board Redevelopment Agency, Board of Directors of Southern California Home Builders Council. Chairman H.B.C. Seminars. and B.l.l. Show Seminars Committee. Mr. Cienfuegos has a Bachelors Degree in Business from Vv'hittier College. l,,,raduated from \Vhittier State College of Law in 1975 and holds a California General Contractor License. 8906 W. Otympic Blvd Suite 200. Beverly Hills. CA 90211 Tel: 310-273-7233 Fax: 310- 273.7239 www.galaxyholding.com S~\-ll Galaxy Commercial .-iold'lng.. LLC Brian Angelini, Entitlements/Project Planning Mr. Angelini joined Galaxy in 2007 after practicing real estate development law with the law firm of Robert O. Smylie & Associates. While working at Smylie & Associates, Mr. Angelini assisted developers with California Department of Real Estate processing and entitlements involving various product types such as mixed use, residential and commercial properties. He is a member of the American Bar Association Real Estate Property Section, Urban Land Institute and Los Angeles County Bar Association. Diane Erickson. Project Manager Ms. Erickson has been involved in real estate development for over 25 years and brings a wealth of experience and knowledge to the team, particularly in the San Diego markets. Ms. Erickson began her real estate career as a project architect both in Oklahoma and California. From 1982 through 1990, Ms. Erickson worked as a project architect for Architect Coombs Mesquita, Inc and Lorimer Case Architects, in San Diego, CA. Since then and beginning in 1990, she has been a project manager with various companies and governmental agencies including the Corky McMillin Companies, Intracorp Development Inc., the Port of San Diego and Preferred Equities Development Group. Throughout her career, Ms. Erickson has primarily worked in the San Diego County Area. During her career as project manager, Ms. Erickson has been responsible for coordinating consultants, participating and cooperating with various government agencies, including, the California Department of Real Estate, City of San Diego, CCDC, DEH and Board of Commissioners. Additionally, Ms. Erickson has participated in meetings with planning groups, city councils hearings, and other regulatory agencies. While working for the Port of San Diego, Ms. Erickson's duties included review of tenant documents, EIR and Coastal Development permits. Further, she prepared reports to commissioners, presentations to Tenant Association, Board of Port Commissioners, and worked on projects involving the Port Master Plans for Shelter Island, Airport, Chula Vista and National City Marine Terminal. Ms. Erickson is a California registered Architect and received a Bachelor of Science of Architecture from Oklahoma State University. Lauren Cohen. Vice President Ms. Cohen has been with the company since 1998 and directs the marketing for Galaxy and its respective projects and is actively involved in all aspects of the company's daily operations and activities. 8906 W. Olympic Blvd Suite 200. Beverly Hills. CA 90211 Tel: 310-273-7233 Fax: 310- 273-7239 www.galaxyholding.com S,\-J. 1) Galaxy Cc>mmer cial Holding~ LLC Ms. Cohen began her real estate career with Chesterton Binswanger Capital Advisors ("'CBCA"') in Philadelphia. Ms. Cohen was a financial analyst, and promoted to associate and then relocated to Los Angeles by CBCA to launch a new office. Ms. Cohen was also a due diligence consultant for LNR Properties for six years and assisted LNR with the purchase of non-investment grade commercial mortgage backed securities ("'CMBS"). Ms. Cohen's professional activities include member of the Chairman's Circle of the San Pedro Chamber of Commerce, San Pedro Waterfront Committee, Urban Land Institute, Bever]y Hills Chamber of Commerce, Bever]y Hills Chamber's Government Affairs Committee and the City of Beverly Hills Residential/Commercial Committee of the General Plan Update. In June of 2007, Ms. Cohen was selected by the Mayor of Beverly Hills and City Council to participate in the 2007-2008 Team Beverly Hills program. Ms. Cohen is also affiliated with a number of charitable organizations in Los Angeles. Ms. Cohen received a Bache]or's Degree in Linguistics from Northwestern University in Chicago and is a licensed real estate salesperson and notary public in Los Angeles. Other Team Members: Sales & Marketing Ryness Company Jeffrey S. Woerner, Sr. Vice President 11622 EI Camino Real Suite 300 San Diego, CA 92130 Phone: 858.259.7707 i. wocrnerra)rvncss.com Architect Martinez + Cutri Corporation 750 B Street Symphony Towers 1700 San Diego, CA 92101 Phone: 619.233.4857 Fax: 619.233.74] 7 8906 W. Olympic Blvd Suite 200, Beverly Hills, CA 90211 Tel: 310-273-7233 Fax: 310- 273-7239 www.gaJaxyholding.com ~,\-.:l "\ G..lIlaxy COom..~C"'.. c:..al Hold..ng.. LLC Anthony Cutri, Principal Architect aculri IWmc-architects.com Nicole Comp, Administrative Coordinator ncomp(ci'mc-architects.com Environmental Enviropro 9765 Eton Avenue Chatsworth, CA 9131 1 Phone: 818.998.7197 Fax: 818.998.7258 Mike Uziel, Phd. Mikc.uziel@!enviropro.com Construction Bovis Lend Lease, Inc. 800 West 6th Street Los Angeles, CA 90017 Phone: 213.430.4660 Fax: 213.430.4699 Todd C. Pennington todd.pcnningtonlWbovislendlease. com 3. Development Experience: Galaxy and its affiliated companies have extensive experience in all types of residcntial and commercial development with a strong focus on high rise buildings in urban areas. Galaxy's goal is to achieve enduring, architecturally unique projects. Selected projects from its portfolio, include, without limitation: Notablc Current Proiccts: a. Vue - 16-story, 3) 8 unit condominium project, the largest development to date on the waterfront in Old Town San Pedro, and boasts unrivaled vicws of the harbor, Vincent Thomas Bridge, Downtown Long Beach, and Palos Verdes Peninsula as wcll as a strategic location between Downtown Los Angeles and Orange Counties. Galaxy processed zone changes and variances with the Redevelopment Agency and the City to procure the entitlements for this exciting project which has changed the landscape and 8906 W. Olympic Blvd Suite 200, Beverly Hills, CA 90211 Tel: 310-273.7233 Fax: 310.273.7239 www.galaxyholding.com ':8. \- YD Galaxy CC:HT'Imerc"ial Holding.. LLC skyline of Old Town San Pedro. www.vue-living.com b. Blu - I I -story contemporary apartment high-rise, Blu features 37 appointed residences, with a maximum of only five units per floor. As the only for-lease high-rise in Beverly Hills, Blu's rooftop terrace lounge will be the ultimate spot from which to sip a cocktail while enjoying 3600 views and the sunset. Galaxy processed an empty II-story office building and assisted the city of Beverly Hills in adopting an adaptive reuse ordinance for its redevelopment. www.blubeverlyhills.com c. J 300 Redlands Blvd - Multi-phased project consisting of 100,000 sf office building in the first phase and located within the City's Redevelopment area. The 1300 Redlands building will embody an office park atmosphere, with beautiful trccs and artistic greenery, as well as ample parking and a relaxing common area. 1300 Redlands will be an inviting place for clients and patrons to visit. It will also be a comfortable place to conduct business, and will serve as a home away from home for the working professional. This 3-story, glass and concrete building is creatively designed and will soon be meticulously crafted by an experienced team of architects, designers and craftsmen. Galaxy has entered into an ENA with the Redevelopment Agency to acquire 2 other parcels for the second phase. d. San Bel7lardino Offlce Tower - Galaxy has entered into an Exclusive Negotiating Agreement with the Redevelopment Agency of San Bernardino to develop a minimum 150,000 square foot office tower. Notable Comoleted Proiects: e. Fil!Ueroa Plaza - Mr. Cohen is probably best known for his development of Figueroa Plaza: 660,000 square feet of twin office towers, with 1.2 million square feet of underground parking, at First and Figueroa Streets in downtown Los Angeles. Working closely with the City of Los Angeles, Mr. Cohen and his team conducted extensive studies and research to devise a development plan and eventually secured entitlements that changed the zoning from residential to high-rise office, with a large underground parking structure. This formerly Z location ultimately became home to City Hall, Imperial Bank, leading law firms, government agencies and other key tenants. Architectural design by ElIervee Becket Associates. 8906 W. Olympic Blvd Suite 200, Beverly Hills, CA 90211 Tel: 310-273-7233 Fax: 310- 273-7239 S .\ -3\ www.galaxyholding.com Galaxy C<.>.."I'T'lC'..-cidl H<.>ld'lng,. LLC f. Sv/mar Villas - Sylmar Villas is an gO-Unit apartment housing project at the Northeast comer of Larkspur Street & Encinitas Avenue, in Sylmar, California. The project comprises five 16 unit buildings with 40 two- bed/one-bath units and 40 units one bedroom/one-bath units. After hard work and careful due diligence, Galaxy secured entitlements and decided the highest and best use for this property is to target a population of middle income and ages 55 and older. g. CVDress Villas - Cypress Villas is an 83-Unit luxury apartment project in the Redlands, CA. The apartment units range in size from 770 square feet to 1,200 square feet. Select units have panoramic views of the mountains and community. All units have premium fixtures and appliances. There is also a fitness center, club room/media lounge. Redlands is a rapidly growing community in the Inland Empire, where there is currently a strong demand for multi-family development. Galaxy worked for several years with the City of Redlands to secure the entitlements for this project. Galaxy takes pride in being the only developer approved for a large apartment project in the City of Redlands in the last 20 years. h. 42/ S. Bever/v Drive - 58,000 sf, eight-story office building is on Beverly Drive just south of Olympic Boulevard in Los Angeles. Originally a nondescript office property, Mr. Cohen envisioned an extensive, high- tech, contemporary renovation that included the addition of large ",indows, high ceilings, and state-of-the-art wiring. Galaxy was awarded the 2001 Architectural award by the Beverly Hills Architectural Commission for this property. Upon completion of the renovation, the building was I 00% leased to an internationally acclaimed entertainment company, Fireworks Entertainment. For further information and photos of current and completed projects by Galaxy, please visit our website at http!!:www.galaxyholding.com and click on the "Projects and Properties" tab. 4. Financial CaDabilities: Galaxy has created strong relationships with equity partners, investors and lenders. Galaxy works with various companies, ineluding, without limitation, the Carlyle Group, HSH Nordbank, Capmark, PFF Bank, CIBC, Bank of America 8906 W. Olympic Blvd Suite 200, Beverly Hills. CA 90211 Tel: 310-273-7233 Fax: 310- 273.7239 www.galaxyholding.com 5v\- 31. Galaxy Commc....c'ldl t~C>ld'lng~ LLC and UBS. 5. Conceptual Development: Site Description Located in the Transit Focus Area of the Urban Core Specific Plan, the proposed development area is situated in an ideal location for the creation of residential densities to support and reinvigorate the E Street Trolley. Development at this location will also present important opportUnities to create enhanced linkages and pedestrian access to and from the adjacent E Street Businesses, Harborview and Mid Broadway Districts. Galaxy is interested in developing a high-density mixed-use residential project in an area that combines the existing Bayfront Plaza, Best Western, a portion of Travelers Inn and the existing Bayfront Trolley Station. The subject property consists of 6 parcels located on the south side of E Street from Interstate to Jefferson Avenue (Assessor' Parcel Numbers, 567-031-2600, 567-031-1700, 567- 031-2800, 567-031-3900, 567-032-0600, 567-032-0800) and totals approximately 9.97 acres (434,932 square feet). Exhibit "c" provides a site map of the area. Existing Uses Bayfront Plaza is a local neighborhood shopping center that was built in the I 960s. The Best Western and the Travelers Inn are small to mid-sized motels also built in the J 960s. E Street is a major link from Interstate 5 to the Village District and is characterized by a mixture of small to mid-sized motels, restaurants, small businesses and multifamily uses. The site is located in the Urban Core Specific Plan's E Street Trolley (Transit Focus Area) UC 15 Subdistrict, which allows FARs between 4.0 and 6.0, heights between 45' and 210', primary land use maximums of 90% residential, 1-10% Retail, 10% office and J -I 0% hospitality. 6. Disclosure Statement: Attached hereto as Exhibit "A". 8906 W. OlympiC Blvd Suite 200. Beverly Hills, CA 90211 Tel: 310-273-7233 Fax: 310- 273-7239 www.gataxyholding.com 611~~3 [ ","', b,,, p... Disclosure Statement Pursuant to Council Policy 101-01, prior to any action upon matters thai win require discretionary action by the CounCIl, Planning Commission and all other official bodies of the City, a statement of disclosure of certain ownership or financial interests, payments, or campaign contributions for a Ctty of Chula Vista election must be filed. The following information must be disclosed: 1. Ustthe names of all persons having a financial interest in the property that is the subject of the application or the contract, e.g" owner, applicant, contractor, subcontractor, material supplier. Y.""" 1/ fA 2. If any person' identified pursuant to (1) above is a corporation or partnership, listlhe names of all individuals with a $2000 investment in the business (corporation/partnership) entity. tJ.....,NjA 3. If any person' identified pursuant 10 (1) above is a non.profit organization or trust, list the names of any person serving as director of the non-profit organization or as trustee or beneficiary or trustor of the trust. ,1/"", YA 4. Please identify every person, including any agents, employees, consuttanls, or independent contractors you have assigned to represent you be10re the City in this matter. N'DnL 5. Has any person" associaled with this contract had any financial dealings with an official" of the Clly of Chula Vista as II relates to this conlract wIIhin the pasl12 months, Yes_ No~ AI. If Yes, briefly describe the nature of the financial interest the officia'" may have in this contract, Aj/~ 6. Have you made a contribution of more than $250 within the pasl twelve (12) months to a current member of the Chula Vista City Council? No J[Yes _ If yes, which Council member? /'jIA 8" l- "34 t."""'b..l ~ Page I of I Los ANGELES BUSlNES WEEK OF MAY 14, 2001 RESIDENTIAL REAL ESTA' Ranked by units sold in L.A. C QN_ 10m w.tshd!9;-.,'e Srnn:h r;oo~ ~~a~ A.Je5 WllN 1"""- s_ c:.kl...1I 3300 1f'ViM Aw . Sui.. 385' Newptl"f 8fK:~ 92660 D ,fl. Hod1n lilt, 28OO!15m>1" Dr.... V_913f>S L_ c.., 2S EnNflH'lst "'...Viojo!llS!06 I H_/fOloCnl H_'--- -.. .....- 23'l -'-"',;'9.0"- -----;u;-- 3S~ec..co""St S.IItIOO m '.U' S.I00 OnIon< 9111;4 1I1lJIer Am_.1 v_,., ue son N Par>wtf~ c._8tm _110m.. 27202 lutllDmf Lane. S\l~ 200 V'itIlCta913!iS J.... L.... M.... ssas SopoModIllIYd.. Su.. BOO VJftNuys.81.." A"'_-'ua H_ at toIl1..... 130> eo_ Po.... CoUll C._8287l1 GduyCt.... u.u HeWloU.l.t ll$\lOY.Qlyil\llil:8W4.. $* 200 Ile\IllYlIIIlstozll PadIK Ctmmlllitiei 1000 Do,"" St., Suitt '00 ne....." lleItli 9266\1 .._(lI!nt--"'Co.UC 511 Tonlf'ft.e SiV\i . SecOfld Fioot A""D~c s.ii:lI9I!!~__.__ ..___ ___._.. 01... Co. t87 3020 Old IWICll Pol,,,,,,, $.'0400 3'2 StlJ _ 90140 loullo Gnoqi , 120 NW eo... S1 S.1It 800 _lid 9J209 PUnt Komn-~~---' .,--.--- ""rn--------- ~.4ii' 2:i22C iUfl)befry Li1~ $u<U 190 2ZG 45630 .t~I__.~ 11'_" An L.A. Ul!11J 501. lolal _ 501' .'lOl:i€ .tmIl ..-005 .?OO!! mos Ct.... Dal. !.abea'l,nIIionLJ 'lA~, _ter.-I $461' SI1.oo:l8 3125 HA 466 7Z8 -'-i2es-' .........if,.rl- ~.794 '4Ji17" ,'0. 14.'54 e H' IIA lInttOll...... ip.aJtG!l6tl T.etT~ 0e1 SoJ, Wi~ ~05t', 8f!l;a Vi 1/:tu!)'1!t1f!i SlKkblerf'j Sua' at Pi.,n CoYI, Wnt 0aIIl Tow 2.ibt~ O_"G_."'I_. !ileAl __.5lio..._' StWla. IN'fm VIla, SundInOI. SH Wi_ 1_._.8olmIrN.r'lIo.B emi".. Espono, _. PIIo1< "",".6006 WlIItIlrt. Be_' CImino _, ea........, El RoI1<lo'II'___ ....... N' .. ~~"i.~.~--.,;;~~WiToiiit,... 5,462 lMU 1.300 2.623 2 ...~ nA 4.650. lIA. Ii/. 1033 1041 HA NA -''''-~'~-~r7G'''-'"'-~-'~~-- Sf! ..... NA fin 5'. \- 3S N^ N' http://www.galaxyholding.com/UserFileslFile/LABJTop I ODevelopers.jpg ~'" ."'''''' ~<lOCrn~ 1 2 3 " 5 6 7 8 9 10 11 12 13 14 15 IlW ,.~:t 3>013 ?i141) . -'~I'---- HA" N' N' 372 ;sa 41.212 434(15 'l22 480 ti.li f1~ 219 405 --"-'~'---""~-"" .. it,669 le.l46 213 231 '3.123 lSJOl 211 238 210 fl,\ lIA. fl,\ --E!omWtllldllld'llOMlMa.O'Rt, G..... $}'lII1lf. DtItIl R... Poll HA Ill., VIII 1~1 231 322 '------riA--- 201 w. NA 187 96 t91 117 NA 80S a"-ilI' ViIi9E 133 "'._ WlI~ Artlfn Watk, WaI", $_ W", VI. WAl< WAtt_Wl. luma, ho CJ~ E&1Rs. Mtlfl: 8/29/2007 --. \--;1 .1! If i , 1! , a II ~ M I ~ 1 I I ~ 1 ... I c I -~ ! .. <c.l(,"'i'b\~ C " 'J ~ . . 8 -=.r:~ C EB l M "- ,.,0 0- 'f- ~I "'Of> ~ " oJ .- '!! 0 u ., '" ~ 0 a 0 " 0 ;:; ~ z ~ ~ ,..", . "" \,'J~ .../ . '" i-;~ ~ \c.' , /" ~. ,;'..... '\ ~ , \~\ g ~' ,/ \0\./ ...) / ' ",/' ~. /'''~'''' /~,Jl ",/ --- ~ "on Wn D", 0"" ~ . a" I'" on ;0..... Dn ",'" ~;!, - - m "'II> -0 "" (}) CB f~\i ~~i ~~~ ~'. i~: ~ai .l .e< ~!i~ Il~i tl{ ~~e ;!rP ~ ;;jj.. t- !~, ... J- Oe ." .' .. ., \ \ \ ~ \ \\ \ ~ ... /' /' / .../ //"\ / ? ... ~ ~ ~ ""'- ~ ",\.,.",{.. (.1\~. ,I'- l . " Qh; (17 .; i;i . e.... '::0 :.:~ ... // /// /' CB; /// ... ~ nO_1fo.t.,S .- o .J Attachment 6 UC-lli I' Street Trolley (Transit focus Area) Rezone of portions of tllis subdistrict not adopted. See OMC 19.28 (R-a lone) and City Design ~anual for development regulations and design guidelines. 1; .. ~ '" ~ i <=> ~ ~ ~ in .. 1 ~ L ~ Stre<t Sidewanv r- i HI: ~ ' IE ~ ~~t :If "'. ~ II <n. Urban Regulations 1. Floor Area Ratio: Min: 4,0 Max: 6.0 2. Lot Coverage: Min: 4596 Max: 6096 Building Height: Min: 45' Max: 210' 3. 4. 5. 6. Building Stepback: Not mandatory Street Wall Frontage: NjA Setbacks: Street Min: 11 '* Street Max: NjA (* Applies on!y along E Street between 1-5 and 300 east of 1-5) Open Space Requirement: 100 sfjdu Primary Land Uses: Residential: 90% Max Retail: 1% Min 10% Max Office: 1096 Max (Not allowed on ground lloor facade, except for access) Hospitality: 196 Min 10% Max 7. 8. Parking Regulations 1. Parking Locations: Any, except in front of building 2. Residential Parking: Min: 1 spacejdu Guest: 0 spaces Onsite Min: 10096 3. Non-Residential Parking: Min: 1 spacejl,OOO sf Onsire Min: None Summary sheet does not rellect all regulations that may apply to each property, Please consult the remainder of the chapter for all criteria, a\-3l ATTACHMENT #7 EXCLUSIVE NEGOTIATING AGREEMENT SCHEDULE OF ACTIVITIES Development Concepts CVRC Technical Input #1 RAC #1 Submittal of preliminary development concepts and design for staff review and comment. Early technical input and comment from CVRC Board of ,Staff & Galaxy Directors on preliminary development concepts, including development opportunities and constraints in the UC-IS Subdistrict. Presentation of preliminary design concepts and drawings Galaxy to the Redevelopment Advisory Committee for early public input. Application Submittal RAC #2 CVRC Technical Input #2 Formal submittal of Urban Core Development Permit Galaxy (UCDP) application. Presentation of project design to the Redevelopment Galaxy Advisory Committee for review, comment, and advisory recommendation. Presentation of revised/final project design to CVRC Galaxy Board of Directors for technical input and comment prior to final CVRC Hearing. CVRC Hearing to review and consider Urban Core Development Permit (UCDP). 0', \ - 31;